10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2012

OR

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                    to                     

Commission File Number: 1-13215

GARDNER DENVER, INC.

(Exact name of registrant as specified in its charter)

Delaware	76-0419383
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)

1500 Liberty Ridge Drive, Suite 3000

Wayne, Pennsylvania 19087

(Address of principal executive offices and Zip Code)

(610) 249-2000

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  x    No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	x	Accelerated filer	¨
Non-accelerated filer	¨  (Do not check if a smaller reporting company)	Smaller reporting company	¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  x

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 49,101,923 shares of Common Stock, par value $0.01 per share, as of October 24, 2012.

GARDNER DENVER, INC.

Table of Contents

		Page
PART I — FINANCIAL INFORMATION
Item 1	Financial Statements
	Condensed Consolidated Statements of Operations		3
	Condensed Consolidated Statements of Comprehensive Income		4
	Condensed Consolidated Balance Sheets		5
	Condensed Consolidated Statements of Cash Flows		6
	Notes to Condensed Consolidated Financial Statements		7
Item 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations		26
Item 3	Quantitative and Qualitative Disclosures About Market Risk		42
Item 4	Controls and Procedures		43
PART II — OTHER INFORMATION
Item 1	Legal Proceedings		44
Item 1A	Risk Factors		44
Item 2	Unregistered Sales of Equity Securities and Use of Proceeds		45
Item 6	Exhibits		46
SIGNATURES			47
INDEX TO EXHIBITS			48

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PART I — FINANCIAL INFORMATION

Item 1. Financial Statements

GARDNER DENVER, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Dollars in thousands, except per share amounts)

(Unaudited)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
Revenues	$	548,484		$	614,682		$	1,765,854		$	1,757,228
Cost of sales		360,562			409,197			1,163,495			1,157,019
Gross profit		187,922			205,485			602,359			600,209
Selling and administrative expenses		95,293			94,179			304,321			295,209
Other operating expense, net		3,577			4,726			21,159			12,425
Operating income		89,052			106,580			276,879			292,575
Interest expense		3,739			2,898			11,540			12,179
Other income, net		(1,252	)		(138	)		(2,832	)		(821	)
Income before income taxes		86,565			103,820			268,171			281,217
Provision for income taxes		22,194			29,543			73,082			79,345
Net income		64,371			74,277			195,089			201,872
Less: Net income attributable to noncontrolling interests		268			694			887			1,690
Net income attributable to Gardner Denver	$	64,103		$	73,583		$	194,202		$	200,182
Net earnings per share attributable to Gardner Denver common stockholders
Basic earnings per share	$	1.31		$	1.43		$	3.90		$	3.85
Diluted earnings per share	$	1.30		$	1.42		$	3.88		$	3.82
Cash dividends declared per common share	$	0.05		$	0.05		$	0.15		$	0.15

The accompanying notes are an integral part of these condensed consolidated financial statements.

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GARDNER DENVER, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Dollars in thousands)

(Unaudited)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
Comprehensive Income Attributable to Gardner Denver
Net income attributable to Gardner Denver	$	64,103		$	73,583		$	194,202		$	200,182
Other comprehensive (loss) income, net of tax
Foreign currency adjustments, net		20,823			(56,275	)		3,465			(6,533	)
Unrecognized gain (loss) on cash flow hedges, net		(114	)		228			369			464
Pension and other postretirement benefits, net		(854	)		310			(198	)		(328	)
Total other comprehensive (loss) income, net of tax		19,855			(55,737	)		3,636			(6,397	)
Comprehensive income attributable to Gardner Denver	$	83,958		$	17,846		$	197,838		$	193,785
Comprehensive Income Attributable to Noncontrolling Interests
Net income attributable to noncontrolling interests	$	268		$	694		$	887		$	1,690
Other comprehensive (loss) income, net of tax
Foreign currency translation adjustments, net		31			(392	)		12			(4	)
Total other comprehensive (loss) income, net of tax		31			(392	)		12			(4	)
Comprehensive income attributable to noncontrolling interests		299			302			899			1,686
Total Comprehensive Income	$	84,257		$	18,148		$	198,737		$	195,471

The accompanying notes are an integral part of these condensed consolidated financial statements.

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GARDNER DENVER, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Dollars in thousands, except per share amounts)

(Unaudited)

	September 30, 2012			December 31, 2011
Assets
Current assets:
Cash and cash equivalents	$	248,933		$	155,259
Accounts receivable (net of allowance of $11,318 at September 30, 2012 and $11,485 at December 31, 2011)		451,132			477,505
Inventories, net		353,371			311,679
Deferred income taxes		36,211			35,948
Other current assets		27,448			35,343
Total current assets		1,117,095			1,015,734
Property, plant and equipment (net of accumulated depreciation of $381,446 at September 30, 2012 and $354,178 at December 31, 2011)		292,777			290,912
Goodwill		677,103			676,582
Other intangibles, net		336,447			348,884
Other assets		33,807			33,456
Total assets	$	2,457,229		$	2,365,568
Liabilities and Stockholders’ Equity
Current liabilities:
Short-term borrowings and current maturities of long-term debt	$	108,255		$	77,692
Accounts payable		195,934			214,514
Accrued liabilities		210,901			213,548
Total current liabilities		515,090			505,754
Long-term debt, less current maturities		331,764			326,133
Postretirement benefits other than pensions		14,293			14,712
Deferred income taxes		72,858			76,761
Other liabilities		155,408			162,577
Total liabilities		1,089,413			1,085,937
Gardner Denver stockholders’ equity:
Common stock, $0.01 par value; 100,000,000 shares authorized; 49,099,237 and 50,650,971 shares outstanding at September 30, 2012 and December 31, 2011, respectively		600			598
Capital in excess of par value		615,045			601,854
Retained earnings		1,159,634			972,867
Accumulated other comprehensive income		20,922			17,286
Treasury stock at cost; 10,928,282 and 9,122,204 shares at September 30, 2012 and December 31, 2011, respectively		(430,535	)		(315,314	)
Total Gardner Denver stockholders’ equity		1,365,666			1,277,291
Noncontrolling interests		2,150			2,340
Total stockholders’ equity		1,367,816			1,279,631
Total liabilities and stockholders’ equity	$	2,457,229		$	2,365,568

The accompanying notes are an integral part of these condensed consolidated financial statements.

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GARDNER DENVER, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Dollars in thousands)

(Unaudited)

	Nine Months Ended September 30,
	2012			2011
Cash Flows From Operating Activities
Net income	$	195,089		$	201,872
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		48,855			45,073
Foreign currency transaction loss, net		1,245			2,614
Net loss on asset dispositions		1,206			1,524
Stock issued for employee benefit plans		677			924
Stock-based compensation expense		4,164			5,320
Excess tax benefits from stock-based compensation		(2,345	)		(2,537	)
Deferred income taxes		(6,239	)		(2,647	)
Changes in assets and liabilities:
Receivables		27,090			(91,265	)
Inventories		(41,274	)		(42,116	)
Accounts payable and accrued liabilities		(19,709	)		105,836
Other assets and liabilities, net		(6,373	)		(13,082	)
Net cash provided by operating activities		202,386			211,516
Cash Flows From Investing Activities
Capital expenditures		(37,036	)		(38,491	)
Disposals of property, plant and equipment		8,075			2,439
Net cash paid in business combinations		—			(2,326	)
Net cash used in investing activities		(28,961	)		(38,378	)
Cash Flows From Financing Activities
Principal payments on short-term borrowings		(6,125	)		(15,063	)
Proceeds from short-term borrowings		4,144			10,264
Principal payments on long-term debt		(166,501	)		(241,084	)
Proceeds from long-term debt		205,028			214,585
Proceeds from stock option exercises		6,011			5,658
Excess tax benefits from stock-based compensation		2,345			2,537
Purchase of treasury stock		(115,207	)		(132,578	)
Cash dividends paid		(7,455	)		(7,853	)
Acquisition of noncontrolling interests		—			(18,806	)
Other		(1,087	)		(1,024	)
Net cash used in financing activities		(78,847	)		(183,364	)
Effect of exchange rate changes on cash and cash equivalents		(904	)		(2,859	)
Net increase (decrease) in cash and cash equivalents		93,674			(13,085	)
Cash and cash equivalents, beginning of year		155,259			157,029
Cash and cash equivalents, end of period	$	248,933		$	143,944

The accompanying notes are an integral part of these condensed consolidated financial statements.

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GARDNER DENVER, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Amounts in thousands, except per share amounts and amounts described in millions)

(Unaudited)

Note 1. Summary of Significant Accounting Policies

Basis of Presentation

The accompanying condensed consolidated financial statements include the accounts of Gardner Denver, Inc. and its majority-owned subsidiaries (collectively referred to herein as “Gardner Denver” or the “Company”). All intercompany transactions and accounts have been eliminated in consolidation.

The financial information presented as of any date other than December 31, 2011 has been prepared from the books and records of the Company without audit. The accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, the condensed consolidated financial statements include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of such financial statements.

The unaudited interim condensed consolidated financial statements should be read in conjunction with the complete consolidated financial statements and notes thereto included in Gardner Denver’s Annual Report on Form 10-K for the year ended December 31, 2011.

The results of operations for the three and nine-month periods ended September 30, 2012 are not necessarily indicative of the results to be expected for the full year. The balance sheet at December 31, 2011 has been derived from the audited financial statements as of that date but does not include all of the information and notes required by GAAP for complete financial statements.

Other than as specifically indicated in these “Notes to Condensed Consolidated Financial Statements” included in this Quarterly Report on Form 10-Q, the Company has not materially changed its significant accounting policies from those disclosed in its Annual Report on Form 10-K for the year ended December 31, 2011.

New Accounting Standards

Recently Adopted Accounting Pronouncements

In June 2011, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2011-05, Comprehensive Income (Topic 220) – Presentation of Comprehensive Income (“ASU 2011-05”). This update requires that the components of net income, the components of other comprehensive income and the total of comprehensive income be presented as a single continuous financial statement or in two separate but consecutive statements. The option of presenting other comprehensive income in the statement of stockholders’ equity is eliminated. This update also requires the presentation on the face of the financial statements of reclassification adjustments for items that are reclassified from other comprehensive income to net

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income in the statements where the components of net income and the components of other comprehensive income are presented. In November 2011, the FASB issued ASU No. 2011-12, Comprehensive Income (Topic 220) — Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items Out of Accumulated Other Comprehensive Income in Accounting Standards Update No. 2011-05, which defers the effective date of presentation requirements included in ASU 2011-05 related to reclassification adjustments. In August 2012, the FASB issued a proposed ASU requiring only enhanced footnote disclosures related to reclassification adjustments. The comment period for the proposed ASU ended on October 15, 2012. These additional disclosure requirements may be effective for public entities for annual reporting periods ending after December 15, 2012, and for interim and annual reporting periods thereafter. ASU 2011-05 was effective for fiscal years, and interim periods within those years, beginning after December 15, 2011. A separate statement of comprehensive income has been included in the condensed consolidated financial statements as a result of the adoption of this update.

Recently Issued Accounting Pronouncements

In December 2011, the FASB issued ASU No. 2011-11, Balance Sheet (Topic 210) – Disclosures about Offsetting Assets and Liabilities (“ASU 2011-11”). This update requires the following new disclosures related to recognized financial instruments (and derivatives) subject to master netting arrangements or similar agreements: (i) the gross amounts of recognized financial assets and liabilities, (ii) the amounts offset under current GAAP, (iii) the net amounts presented in the balance sheet, (iv) the amounts subject to an enforceable master netting arrangement or similar agreement that were not included in (ii), and (v) the net amount representing the difference between (iii) and (iv). The update also requires qualitative disclosures related to counterparties, setoff rights, and terms of enforceable master netting arrangements and related agreements depending on their effect or potential effect on the entity’s financial position. The new disclosures will enable financial statement users to compare balance sheets prepared under GAAP and International Financial Reporting Standards (“IFRS”), which are subject to different offsetting models. ASU 2011-11 is effective for fiscal years, and interim periods within those years, beginning on or after January 1, 2013. The Company does not currently expect that the adoption of this update in the first quarter of 2013 will have a significant effect on its consolidated financial statements and related disclosures.

In July 2012, the FASB issued ASU No. 2012-02, Intangibles – Goodwill and Other (Topic 350) – Testing Indefinite-Lived Intangible Assets for Impairment (“ASU 2012-02”). This update amends existing guidance by giving an entity testing an indefinite-lived intangible asset for impairment the option to first assess qualitative factors to determine whether it is more likely than not that the fair value of an indefinite-lived intangible asset is less than its carrying amount. The more-likely-than-not threshold is defined as having a likelihood of more than 50 percent. If an entity determines that it is more likely than not that the fair value of an indefinite-lived intangible asset is less than its carrying amount, then the performance of the quantitative impairment test, as currently prescribed by ASC Topic 350, is required. ASU 2012-02 is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012, with early adoption permitted. The Company does not currently expect that the adoption of this update will have a significant effect on its consolidated financial statements and related disclosures.

Note 2. Business Combinations

On December 15, 2011, the Company acquired Robuschi S.p.A. (“Robuschi”), a leading European producer of blowers, pumps and compressor packages. These products are used in a wide variety of end markets including wastewater treatment, mining, and power generation, as well as general industrial applications. The Company acquired all outstanding shares and share equivalents of Robuschi for total

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consideration of $200.8 million, which consisted of payments to shareholders of $151.5 million and the retirement of Robuschi external debt at closing of $49.3 million. The Company also assumed approximately $5.2 million of long-term debt in connection with the purchase. There are no contingent payments or commitments remaining related to this acquisition.

Note 3. Restructuring

The Company initiated restructuring plans in 2010 and prior years due to the decline in demand for its products associated with the global economic crisis and to improve the Company’s operating margins. Execution of these plans was substantially completed during 2010. In 2011, the Company recorded approximately $8.6 million in charges associated with further streamlining of manufacturing operations and other cost reduction initiatives. In addition, the 2011 charges included costs associated with the establishment of a centralized European shared service center in the Czech Republic. The Company has substantially completed the restructuring actions commenced in 2011 as of September 30, 2012. The Company recorded charges related to 2011 plans of $33 and $1.1 million in the three and nine-month periods ended September 30, 2012, respectively.

In addition, in 2012 the Company launched a broader restructuring program designed to optimize the Company’s global manufacturing footprint, better serve customers and expand margins. The initial phase of the global restructuring effort was commenced in the first quarter of 2012. These restructuring actions were primarily focused on the European and North American operations included in the Industrial Products Group reportable segment. These actions, once completed, will reduce the Company’s global headcount by approximately 7%. In addition, the Company will close four production facilities, including two facilities in the U.S. and one each in Sweden and the UK. The Company recorded charges related to the initial phase of the restructuring plans of $1.4 million and $14.7 million in the three and nine-month periods ended September 30, 2012, respectively. The Company expects to complete the specific steps contemplated by this initial phase by the end of 2014 and to incur related additional charges of approximately $9.4 million.

On August 16, 2012, the Company announced the launch of phase two of the restructuring program. Phase two involves further reductions in the number of manufacturing facilities and associated headcount. Phase two of the program is subject to required consultations with local stakeholders, including employee representatives, and will continue until the end of 2015.

The Company expects to incur severance and other employment related benefit costs in the range of $60 to $65 million and other costs in the range of $15 to $20 million for phase one and phase two of the restructuring program. Non-cash charges, primarily related to fixed assets, are expected to be in the range of $10 to $15 million.

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Charges recorded in connection with the restructuring plans are included in “Other operating expense, net” in the Condensed Consolidated Statements of Operations, and are summarized for the fiscal years ended December 31, 2010 and 2011 and the nine-month period ended September 30, 2012 by reportable segment as follows:

	Industrial Products Group		Engineered Products Group			Total
Fiscal year 2010	$	3,687	$	(1,491	)	$	2,196
Fiscal year 2011		6,621		1,963			8,584
Nine-month period ended September 30, 2012		12,593		3,212			15,805
Total	$	22,901	$	3,684		$	26,585

The following table summarizes the activity in the restructuring accrual accounts for the nine-month period ended September 30, 2012:

	Termination Benefits			Other			Total
Balance as of December 31, 2011	$	3,188		$	1,294		$	4,482
Charged to expense		13,814			1,991			15,805
Payments		(8,340	)		(2,469	)		(10,809	)
Other, net		(459	)		162			(297	)
Balance as of September 30, 2012	$	8,203		$	978		$	9,181

Note 4. Inventories

Inventories as of September 30, 2012 and December 31, 2011 consisted of the following:

	September 30, 2012			December 31, 2011
Raw materials, including parts and subassemblies	$	248,103		$	202,542
Work-in-process		57,591			57,264
Finished goods		67,410			67,748
		373,104			327,554
Excess of FIFO costs over LIFO costs		(19,733	)		(15,875	)
Inventories, net	$	353,371		$	311,679

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Note 5. Goodwill and Other Intangible Assets

The changes in the carrying amount of goodwill attributable to each reportable segment for the nine-month period ended September 30, 2012, and the year ended December 31, 2011, are presented in the table below:

	Industrial Products Group			Engineered Products Group			Total
Balance as of December 31, 2010	$	250,084		$	321,712		$	571,796
Acquisitions		112,221			—			112,221
Foreign currency translation		(4,070	)		(3,365	)		(7,435	)
Balance as of December 31, 2011		358,235			318,347			676,582
Adjustments		(634	)		—			(634	)
Divestitures		(195	)		—			(195	)
Foreign currency translation		482			868			1,350
Balance as of September 30, 2012	$	357,888		$	319,215		$	677,103

The $112.2 million increase in goodwill attributed to acquisitions in 2011 was associated with the Robuschi acquisition.

The following table presents the gross carrying amount and accumulated amortization of identifiable intangible assets, other than goodwill, at the dates presented:

	September 30, 2012					December 31, 2011
	Gross Carrying Amount		Accumulated Amortization			Gross Carrying Amount		Accumulated Amortization
Amortized intangible assets:
Customer lists and relationships	$	170,971	$	(43,426	)	$	172,724	$	(36,028	)
Acquired technology		98,262		(58,147	)		99,383		(56,879	)
Trademarks		56,733		(12,335	)		53,510		(10,591	)
Other		11,523		(10,549	)		9,171		(6,141	)
Unamortized intangible assets:
Trademarks		123,415		—			123,735		—
Total other intangible assets	$	460,904	$	(124,457	)	$	458,523	$	(109,639	)

Amortization of intangible assets for the three and nine-month periods ended September 30, 2012 and 2011 was as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2012		2011		2012		2011
Intangible asset amortization expense	$	4,119	$	3,869	$	15,933	$	12,720

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The increase in amortization expense in 2012 is primarily due to the amortization of intangible assets related to the Robuschi acquisition, including $3.4 million of amortization expense associated with customer backlog in the first quarter of 2012. Amortization of intangible assets as of September 30, 2012 is anticipated to be approximately $20.2 million in 2012 and $16.7 million annually in 2013 through 2016 based upon exchange rates as of September 30, 2012.

Note 6. Accrued Liabilities

Accrued liabilities as of September 30, 2012 and December 31, 2011 consisted of the following:

	September 30, 2012		December 31, 2011
Salaries, wages and related fringe benefits	$	59,316	$	59,080
Taxes		24,525		34,891
Advance payments on sales contracts		50,599		40,689
Product warranties		24,693		22,939
Other		51,768		55,949
Total accrued liabilities	$	210,901	$	213,548

A reconciliation of the changes in the accrued product warranty liability for the three and nine-month periods ended September 30, 2012 and 2011 is as follows:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
Balance at beginning of period	$	24,606		$	23,531		$	22,939		$	19,100
Product warranty accruals		4,416			6,487			16,999			21,453
Settlements		(4,595	)		(6,242	)		(15,307	)		(17,514	)
Effect of foreign currency translation		266			(770	)		62			(33	)
Balance at end of period	$	24,693		$	23,006		$	24,693		$	23,006

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Note 7. Pension and Other Postretirement Benefits

The following table summarizes the components of net periodic benefit cost for the Company’s defined benefit pension plans and other postretirement benefit plans recognized for the three and nine-month periods ended September 30, 2012 and 2011:

	Three Months Ended September 30,
	Pension Benefits												Other Postretirement Benefits
	U.S. Plans						Non-U.S. Plans
	2012			2011			2012			2011			2012			2011
Service cost	$	—		$	—		$	205		$	272		$	7		$	7
Interest cost		826			897			2,646			3,024			181			193
Expected return on plan assets		(1,074	)		(1,054	)		(2,569	)		(2,794	)		—			—
Recognition of:
Unrecognized prior service cost		—			—			9			10			(15	)		(15	)
Unrecognized net actuarial loss (gain)		475			308			309			221			(202	)		(318	)
Total net periodic benefit cost (income)	$	227		$	151		$	600		$	733		$	(29	)	$	(133	)

	Nine Months Ended September 30,
	Pension Benefits												Other Postretirement Benefits
	U.S. Plans						Non-U.S. Plans
	2012			2011			2012			2011			2012			2011
Service cost	$	—		$	—		$	777		$	810		$	21		$	22
Interest cost		2,478			2,691			7,994			9,060			544			579
Expected return on plan assets		(3,222	)		(3,162	)		(7,723	)		(8,380	)		—			—
Recognition of:
Unrecognized prior service cost		—			—			27			29			(45	)		(45	)
Unrecognized net actuarial loss (gain)		1,425			924			929			664			(606	)		(954	)
Total net periodic benefit cost (income)	$	681		$	453		$	2,004		$	2,183		$	(86	)	$	(398	)

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Note 8. Debt

The Company’s debt at September 30, 2012 and December 31, 2011 is summarized as follows:

	September 30, 2012		December 31, 2011
Short-term borrowings	$	473	$	2,392
Long-term debt:
Credit Line, due 2013 (1)	$	157,000	$	72,000
Term Loan, denominated in U.S. dollars (“USD”), due 2013 (2)		231,154		260,000
Term Loan, denominated in Euros (“EUR”), due 2013 (3)		38,615		50,596
Secured Mortgages (4)		6,160		6,504
Capitalized leases and other long-term debt		6,617		12,333
Total long-term debt, including current maturities		439,546		401,433
Current maturities of long-term debt		107,782		75,300
Total long-term debt, less current maturities	$	331,764	$	326,133

(1) The loans under this facility may be denominated in USD or several foreign currencies. The interest rates under the facility are based on prime, federal funds and/or the London Interbank offer rate (“LIBOR”) for the applicable currency. At September 30, 2012, the applicable rate was 1.8%, and the weighted-average rate was 1.9% for the nine-month period ended September 30, 2012.

(2) The interest rate for this loan varies with prime, federal funds and/or LIBOR. At September 30, 2012, the applicable rate was 1.8%, and the weighted-average rate was 1.9% for the nine-month period ended September 30, 2012.

(3) The interest rate for this loan varies with LIBOR. At September 30, 2012, this rate was 2.1%, and the weighted-average rate was 2.3% for the nine-month period ended September 30, 2012.

(4) This amount consists of two fixed-rate commercial loans with an outstanding balance of €4,791 at September 30, 2012. The loans are secured by the Company’s facility in Bad Neustadt, Germany.

Note 9. Stock-Based Compensation

The following table summarizes the total stock-based compensation expense included in the Condensed Consolidated Statements of Operations and the related tax benefits for the three and nine-month periods ended September 30, 2012 and 2011. Stock-based compensation expenses are presented in “Selling and administrative expenses” in the Condensed Consolidated Statements of Operations.

	Three Months Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
Total stock-based compensation expense	$	33		$	1,058		$	4,164		$	5,320
Income tax benefit		(103	)		(279	)		(1,435	)		(1,511	)

Stock-based compensation expense for the three-month period ended September 30, 2012 includes the reversal of $1.5 million in stock-based compensation expense due to the forfeiture of non-vested stock option awards and restricted share awards in connection with the resignation of the Company’s former President and Chief Executive Officer, Barry L. Pennypacker, on July 13, 2012.

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Stock Option Awards

A summary of the Company’s stock option activity for the nine-month period ended September 30, 2012 is presented in the following table (underlying shares in thousands):

	Shares			Outstanding Weighted- Average Exercise Price (per share)		Aggregate Intrinsic Value		Weighted- Average Remaining Contractual Life
Outstanding at December 31, 2011		746		$	43.47
Granted		217		$	70.47
Exercised		(195	)	$	30.85
Forfeited		(95	)	$	66.44
Expired or canceled		(4	)	$	71.85
Outstanding at September 30, 2012		669		$	52.46	$	9,215		4.2 years
Exercisable at September 30, 2012		381		$	40.94	$	8,465		3.0 years

The aggregate intrinsic value was calculated as the difference between the exercise price of the underlying stock options and the quoted closing price of the Company’s common stock at September 30, 2012 multiplied by the number of “in-the-money” stock options. The following table presents certain other information about the Company’s stock options:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2012		2011		2012		2011
Weighted-average estimated grant-date fair value of employee stock options granted (per share)	$	16.08			$	25.38
Total pre-tax intrinsic value of stock options exercised	$	3,871	$	1,306	$	6,360	$	8,741
Pre-tax unrecognized compensation expense, net of estimated forfeitures as of September 30, 2012					$	4,073
Weighted-average period (in years) to be recognized as expense						2.0

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Valuation Assumptions

The fair value of each stock option grant under the Company’s Amended and Restated Long-Term Incentive Plan was estimated on the date of grant using the Black-Scholes option-pricing model. The weighted-average assumptions used for the periods indicated are noted in the table below:

	Three Months  Ended September 30,						Nine Months  Ended September 30,
	2012			2011			2012			2011
Assumptions:
Risk-free interest rate		0.5	%		1.3	%		0.7	%		1.9	%
Dividend yield		0.4	%		0.2	%		0.3	%		0.3	%
Volatility factor		40			45			46			44
Expected life (in years)		3.5			3.8			4.0			4.3

Restricted Share Awards

A summary of the Company’s restricted share award activity for the nine-month period ended September 30, 2012 is presented in the following table (underlying shares in thousands):

	Shares			Weighted- Average  Grant- Date Fair Value (per share)
Nonvested at December 31, 2011		148		$	48.59
Granted		88		$	66.59
Vested		(59	)	$	26.74
Forfeited		(62	)	$	65.02
Nonvested at September 30, 2012		115		$	64.58

The restricted shares granted in the nine-month period ended September 30, 2012 were valued at the market close price of the Company’s common stock on the date of grant. The following table presents certain other information about the Company’s restricted share awards:

	Nine Months  Ended September 30,
	2012		2011
Total fair value of awards vested during the period	$	3,826	$	3,828
Pre-tax unrecognized compensation expense, net of estimated forfeitures as of September 30, 2012	$	3,845
Weighted-average period (in years) to be recognized as expense		1.8

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Note 10. Stockholders’ Equity and Earnings Per Share

In November 2008, the Company’s Board of Directors authorized a share repurchase program to acquire up to 3.0 million shares of the Company’s outstanding common stock. In November 2011, the Company’s Board of Directors authorized an additional share repurchase program to acquire up to 1.3 million shares of the Company’s outstanding common stock plus an additional amount of common stock to offset dilution resulting from grants under the Company’s equity compensation plans. During the six-month period ended June 30, 2012, the Company repurchased 1.8 million shares of the Company’s outstanding common stock at a total cost of $114.0 million. These repurchases exhausted the availability under the share repurchase programs announced in November 2008 and November 2011.

In May 2012, the Company’s Board of Directors authorized an additional share repurchase program to acquire up to 1.6 million shares of the Company’s outstanding common stock plus an additional amount of common shares to offset dilution resulting from grants under the Company’s equity compensation plans. As of September 30, 2012, there were 1.6 million shares available for repurchase under this program.

All common stock acquired under repurchase programs will be held as treasury stock and will be available for general corporate purposes.

The following table details the calculation of basic and diluted earnings per common share and antidilutive equity-based awards outstanding not included in the computation of diluted earnings per common share for the three and nine-month periods ended September 30, 2012 and 2011 (shares in thousands):

	Three Months Ended September 30,				Nine Months Ended September 30,
	2012		2011		2012		2011
Net income attributable to Gardner Denver	$	64,103	$	73,583	$	194,202	$	200,182
Weighted average shares of common stock outstanding:
Basic		49,038		51,601		49,752		52,028
Effect of stock-based compensation awards		193		367		237		400
Diluted		49,231		51,968		49,989		52,428
Earnings Per Share:
Basic	$	1.31	$	1.43	$	3.90	$	3.85
Diluted	$	1.30	$	1.42	$	3.88	$	3.82
Antidilutive equity-based awards outstanding		331		142		324		116

On April 20, 2011, the Company announced that it had reached an agreement with the minority shareholders of its two joint ventures in China, Shanghai CompAir Compressor Co. Ltd. and Shanghai CompAir-Dalong High Pressure Equipment Co. Ltd., to acquire all of their equity interests in these entities, representing 49 percent and 40 percent of the two entities, respectively. The purchase price of RMB 122.0 million ($18.8 million based on exchange rates at the date of payment) was placed by the Company into escrow with the Shanghai United Assets and Equity Exchange during the second quarter of 2011 pending finalization of certain Chinese governmental approvals. Requisite governmental approvals were received and transfer of the equity interests to the Company was completed during the third quarter of 2011. The share purchase was accounted for by the Company as an equity transaction. The cash payment was classified as a cash flow from financing activities in the consolidated

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statements of cash flows. The excess of the cash exchanged for the shares and the carrying value of the non-controlling interests was recorded as a charge to capital in excess of par value on the consolidated balance sheet and resulted in an $8.8 million reduction in stockholders’ equity attributable to Gardner Denver. The non-controlling interests associated with these two joint ventures were eliminated from the consolidated statements of operations and balance sheet as of the closing date.

Note 11. Hedging Activities and Fair Value Measurements

Hedging Activities

The Company is exposed to certain market risks during the normal course of its business arising from adverse changes in commodity prices, interest rates, and foreign currency exchange rates. The Company’s exposure to these risks is managed through a combination of operating and financing activities. The Company selectively uses derivative financial instruments (“derivatives”), including foreign currency forward contracts and interest rate swaps, to manage the risks from fluctuations in foreign currency exchange rates and interest rates, respectively. The Company does not purchase or hold derivatives for trading or speculative purposes. Fluctuations in commodity prices, interest rates, and foreign currency exchange rates can be volatile, and the Company’s risk management activities do not totally eliminate these risks. Consequently, these fluctuations could have a significant effect on the Company’s financial results.

The Company’s exposure to interest rate risk results primarily from its borrowings of $440.0 million at September 30, 2012. The Company manages its debt centrally, considering tax consequences and its overall financing strategies. The Company manages its exposure to interest rate risk by maintaining a mixture of fixed and variable rate debt and, from time to time, uses pay-fixed interest rate swaps as cash flow hedges of variable rate debt in order to adjust the relative proportions.

A substantial portion of the Company’s operations is conducted by its subsidiaries outside of the U.S. in currencies other than the U.S. Dollar (“USD”). Almost all of the Company’s non-U.S. subsidiaries conduct their business primarily in their local currencies, which are also their functional currencies. The USD, Euro (“EUR”), British pound sterling (“GBP”), and Chinese Yuan (“CNY”) are the principal currencies in which the Company and its subsidiaries enter into transactions. The Company is exposed to the impacts of changes in foreign currency exchange rates on the translation of its non-U.S. subsidiaries’ assets, liabilities, and earnings into USD. The Company partially offsets these exposures by having certain of its non-U.S. subsidiaries act as the obligor on a portion of its borrowings and by denominating such borrowings, as well as a portion of the borrowings for which the Company is the obligor, in currencies other than the USD.

The Company and its subsidiaries are also subject to the risk that arises when they, from time to time, enter into transactions in currencies other than their functional currency. To mitigate this risk, the Company and its subsidiaries typically settle intercompany trading balances monthly. The Company also selectively uses forward currency contracts to manage this risk. These contracts for the sale or purchase of European and other currencies generally mature within one year.

The Company records its derivatives as assets or liabilities on the balance sheet at fair value. Changes in the fair value of derivatives are recognized either in net income or in other comprehensive income, depending on the designated purpose of the derivative. All cash flows associated with derivatives are classified as operating cash flows in the Condensed Consolidated Statements of Cash Flows.

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Fluctuations due to changes in foreign currency exchange rates in the value of non-USD borrowings that have been designated as hedges of the Company’s net investment in foreign operations are included in other comprehensive income.

The following tables summarize the notional amounts, fair values and classification of the Company’s outstanding derivatives by risk category and instrument type within the Condensed Consolidated Balance Sheets:

	September 30, 2012
	Balance Sheet Location	Notional Amount (1)		Asset Derivatives Fair Value (1)		Liability Derivatives Fair Value (1)
Derivatives designated as hedging instruments
Interest rate swap contracts	Other liabilities	$	200,000	$	—	$	728
Derivatives not designated as hedging instruments
Foreign currency forwards	Other current assets	$	35,221	$	652	$	—
Foreign currency forwards	Accrued liabilities	$	14,035	$	8	$	238

	December 31, 2011
	Balance Sheet Location	Notional Amount (1)		Asset Derivatives Fair Value (1)		Liability Derivatives Fair Value (1)
Derivatives designated as hedging instruments
Interest rate swap contracts	Other liabilities	$	75,920	$	—	$	855
Derivatives not designated as hedging instruments
Foreign currency forwards	Other current assets	$	14,138	$	43	$	—
Foreign currency forwards	Accrued liabilities	$	228,338	$	150	$	2,029

(1) Notional amounts represent the gross contract amounts of the outstanding derivatives excluding the total notional amount of positions that have been effectively closed through offsetting positions. The net gains and net losses associated with positions that have been effectively closed through offsetting positions but not yet settled are included in the asset and liability derivatives fair value columns, respectively.

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Gains and losses on derivatives designated as cash flow hedges included in the Condensed Consolidated Statements of Operations for the three and nine-month periods ended September 30, 2012 and 2011, respectively, are as presented in the table below:

	Three Months  Ended September 30,						Nine Months  Ended September 30,
	2012			2011			2012			2011
Interest rate swap contracts (1)
Gain or (loss) recognized in AOCI on derivatives (effective portion)	$	(356	)	$	(174	)	$	(600	)	$	(344	)
Gain or (loss) reclassified from AOCI into income (effective portion)		(170	)		(257	)		(702	)		(808	)
Gain or (loss) recognized in income on derivatives (ineffective portion and amount excluded from effectiveness testing)		(1	)		(2	)		—			(3	)

(1) Losses on derivatives reclassified from accumulated other comprehensive income (“AOCI”) into income (effective portion) were included in “Interest expense” in the Condensed Consolidated Statements of Operations.

At September 30, 2012, the Company is the fixed rate payor on seven interest rate swap contracts that effectively fix the LIBOR-based index used to determine the interest rates charged on a total of $200.0 million of the Company’s LIBOR-based variable rate borrowings. These contracts carry fixed rates ranging from 0.3% to 2.2% and will expire during 2013 and 2014. These swap agreements qualify as hedging instruments and have been designated as cash flow hedges of forecasted LIBOR-based interest payments. Based on LIBOR-based swap yield curves as of September 30, 2012, the Company expects to reclassify losses of $0.6 million out of AOCI into earnings during the next 12 months. The Company’s LIBOR-based variable rate borrowings outstanding at September 30, 2012 were $388.2 million and €30.0 million.

There were 21 foreign currency forward contracts outstanding as of September 30, 2012 with notional amounts ranging from $0.1 million to $16.8 million. The Company has not designated any forward contracts as hedging instruments. The majority of these contracts are used to hedge the change in fair value of recognized foreign currency denominated assets or liabilities caused by changes in foreign currency exchange rates. The changes in the fair value of these contracts generally offset the changes in the fair value of a corresponding amount of the hedged items, both of which are included in the “Other operating expense, net,” line on the face of the Condensed Consolidated Statements of Operations. The Company’s gains and (losses) on forward currency contracts outstanding and total net foreign currency gains and (losses) for the three and nine-month periods ended September 30, 2012 and 2011 were as follows:

	Three Months  Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
Foreign currency forward contracts gains	$	738		$	2,747		$	684		$	742
Total net foreign currency gains(1)		(94	)		(25	)		(1,245	)		(2,614	)

(1) See Note 13 “Supplemental Information”

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As of September 30, 2012 and December 31, 2011, the Company had designated a portion of its Euro Term Loan of approximately €30.0 million and €37.6 million, respectively, as a hedge of the Company’s net investment in European subsidiaries with EUR functional currencies. Accordingly, changes in the fair value of this debt due to changes in the USD to EUR exchange rate have been recorded through other comprehensive income. The Company’s gains and (losses), net of income tax, associated with changes in the fair value of this debt for the three and nine-month periods ended September 30, 2012 and 2011, and the net balance of such gains and (losses) included in accumulated other comprehensive income at September 30, 2012 and 2011 were as follows:

	Three Months  Ended September 30,					Nine Months Ended September 30,
	2012			2011		2012			2011
Gain (loss), net of income tax, recorded through other comprehensive income	$	(403	)	$	1,955	$	183		$	1,638
Balance included in accumulated other comprehensive income at September 30, 2012							(2,167	)		(3,495	)

Fair Value Measurements

The Company’s financial instruments consist primarily of cash equivalents, trade receivables, trade payables, deferred compensation assets and obligations, derivatives and debt instruments. The book values of these instruments are a reasonable estimate of their respective fair values.

The following table summarizes the Company’s financial assets and liabilities measured at fair value on a recurring basis as of September 30, 2012:

	Level 1		Level 2		Level 3		Total
Financial Assets
Foreign currency forwards (1)	$	—	$	660	$	—	$	660
Trading securities held in deferred compensation plan (2)		8,755		—		—		8,755
Total	$	8,755	$	660	$	—	$	9,415
Financial Liabilities
Foreign currency forwards (1)	$	—	$	238	$	—	$	238
Interest rate swaps (3)		—		728		—		728
Phantom stock plan (4)		—		4,569		—		4,569
Deferred compensation plan (5)		8,755		—		—		8,755
Total	$	8,755	$	5,535	$	—	$	14,290

(1) Based on internally-developed models that use as their basis readily observable market parameters such as current spot and forward rates, and the LIBOR index.

(2) Based on the observable price of publicly traded mutual funds which are classified as trading securities and accounted for using the mark-to-market method.

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(3) Measured as the present value of all expected future cash flows based on the LIBOR-based swap yield curve as of September 30, 2012. The present value calculation uses discount rates that have been adjusted to reflect the credit quality of the Company and its counterparties.

(4) Based on the price of the Company’s common stock.

(5) Based on the fair value of the investments in the deferred compensation plan.

Note 12. Income Taxes

The following table summarizes the Company’s income tax provision and effective income tax rate:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
Income before income taxes	$	86,565		$	103,820		$	268,171		$	281,217
Provision for income taxes	$	22,194		$	29,543		$	73,082		$	79,345
Effective income tax rate		25.6	%		28.5	%		27.3	%		28.2	%

The decrease in the effective tax rate for the three-month period ended September 30, 2012 when compared to the same three-month period of 2011 is primarily due to the favorable impact of provision to return adjustments and a lower proportion of U.S. profits, which are generally taxed at a higher rate than the Company’s foreign earnings. These items were partially offset by an increase in non-deductible expenses.

The decrease in the effective tax rate for the nine-month period ended September 30, 2012 when compared to the same nine-month period of 2011 is primarily due to the favorable impact of provision to return adjustments and a non-U.S. tax law change.

Note 13. Supplemental Information

The components of “Other operating expense, net”, and supplemental cash flow information are as follows:

	Three Months  Ended September 30,				Nine Months Ended September 30,
	2012		2011		2012		2011
Other Operating Expense, Net
Foreign currency losses, net	$	94	$	25	$	1,245	$	2,614
Restructuring charges, net (1)		1,460		2,625		15,805		6,588
Other, net		2,023		2,076		4,109		3,223
Total other operating expense, net	$	3,577	$	4,726	$	21,159	$	12,425
Supplemental Cash Flow Information
Cash taxes paid					$	89,495	$	57,604
Interest paid						9,635		11,454

(1) See Note 3 “Restructuring.”

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Note 14. Contingencies

The Company is a party to various legal proceedings, lawsuits and administrative actions, which are of an ordinary or routine nature for a company of its size and sector. In addition, due to the bankruptcies of several asbestos manufacturers and other primary defendants, among other things, the Company has been named as a defendant in a number of asbestos-related personal injury lawsuits. The Company has also been named as a defendant in a number of silica-related personal injury lawsuits. The plaintiffs in these suits allege exposure to asbestos or silica from multiple sources and typically the Company is one of approximately 25 or more named defendants. In the Company’s experience to date, the substantial majority of the plaintiffs have not suffered an injury for which the Company bears responsibility.

Predecessors to the Company sometimes manufactured, distributed and/or sold products allegedly at issue in the pending asbestos and silica lawsuits (the “Products”). However, neither the Company nor its predecessors ever mined, manufactured, mixed, produced or distributed asbestos fiber or silica sand, the materials that allegedly caused the injury underlying the lawsuits. Moreover, the asbestos-containing components of the Products, if any, were enclosed within the subject Products.

The Company has entered into a series of agreements with certain of its or its predecessors’ legacy insurers and certain potential indemnitors to secure insurance coverage and/or reimbursement for the costs associated with the asbestos and silica lawsuits filed against the Company. The Company has also pursued litigation against certain insurers or indemnitors where necessary. The latest of these actions, Gardner Denver, Inc. v. Certain Underwriters at Lloyd’s, London, et al., was filed on July 9, 2010, in the Eighth Judicial District, Adams County, Illinois, as case number 10-L-48 (the “Adams County Case”). In the lawsuit, the Company seeks, among other things, to require certain excess insurer defendants to honor their insurance policy obligations to the Company, including payment in whole or in part of the costs associated with the asbestos lawsuits filed against the Company. In October 2011, the Company reached a settlement with one of the excess insurer defendants for approximately the amount of such defendant’s policies that were subject to the lawsuit.

The Company believes that the pending and future asbestos and silica lawsuits are not likely to, in the aggregate, have a material adverse effect on its consolidated financial position, results of operations or liquidity, based on: the Company’s anticipated insurance and indemnification rights to address the risks of such matters; the limited potential asbestos exposure from the Products described above; the Company’s experience that the vast majority of plaintiffs are not impaired with a disease attributable to alleged exposure to asbestos or silica from or relating to the Products or for which the Company otherwise bears responsibility; various potential defenses available to the Company with respect to such matters; and the Company’s prior disposition of comparable matters. However, due to inherent uncertainties of litigation and because future developments, including, without limitation, potential insolvencies of insurance companies or other defendants, an adverse determination in the Adams County Case, or other inability to collect from the Company’s historical insurers or indemnitors, could cause a different outcome. While the outcome of legal proceedings is inherently uncertain, based on presently known facts, experience, and circumstances, the Company believes that the amounts accrued on its consolidated balance sheet are adequate and that the liabilities arising from the asbestos and silica personal injury lawsuits will not have a material adverse effect on the Company’s consolidated financial position, results of operations or liquidity. However, in the event of unexpected future developments, it is possible that the ultimate resolution of these matters may be material to the Company’s consolidated financial position, results of operation or liquidity.

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The Company has been identified as a potentially responsible party (“PRP”) with respect to several sites designated for cleanup under U.S. federal “Superfund” or similar state laws that impose liability for cleanup of certain waste sites and for related natural resource damages. Persons potentially liable for such costs and damages generally include the site owner or operator and persons that disposed or arranged for the disposal of hazardous substances found at those sites. Although these laws impose joint and several liability, in application, the PRPs typically allocate the investigation and cleanup costs based upon the volume of waste contributed by each PRP. Based on currently available information, the Company was only a small contributor to these waste sites, and the Company has, or is attempting to negotiate, de minimis settlements for their cleanup. The cleanup of the remaining sites is substantially complete and the Company’s future obligations entail a share of the sites’ ongoing operating and maintenance expense.

The Company is also addressing three on-site cleanups for which it is the primary responsible party. Two of these cleanup sites are in the operation and maintenance stage and the third is in the implementation stage. Based on currently available information, the Company does not anticipate that any of these sites will result in material additional costs beyond those already accrued on its balance sheet.

The Company has an accrued liability on its balance sheet to the extent costs are known or can be reasonably estimated for its remaining financial obligations for these matters. Based upon consideration of currently available information, the Company does not anticipate any material adverse effect on its results of operations, financial condition, liquidity or competitive position as a result of compliance with federal, state, local or foreign environmental laws or regulations, or cleanup costs relating to the sites discussed above. It is the Company’s policy to expense legal costs as incurred.

Note 15. Segment Results

The Company evaluates the performance of its reportable segments based on, among other measures, operating income, which is defined as income before interest expense, other income, net, and income taxes. Reportable segment operating income and segment operating margin (defined as segment operating income divided by segment revenues) are indicative of short-term operating performance and ongoing profitability. Management closely monitors the operating income and operating margin of each reportable segment to evaluate past performance and actions required to improve profitability.

In the Industrial Products Group, the Company designs, manufactures, markets and services the following products and related aftermarket parts for industrial and commercial applications: rotary screw, reciprocating, and sliding vane air and gas compressors; positive displacement, centrifugal and side channel blowers; and vacuum pumps primarily serving manufacturing, transportation and general industry and selected OEM and engineered system applications. The Company also markets and services complementary ancillary products. Stationary air compressors are used in manufacturing, process applications and materials handling, and to power air tools and equipment. Blowers are used primarily in pneumatic conveying, wastewater aeration, numerous applications in industrial manufacturing and engineered vacuum systems. The markets served by the Industrial Products Group are primarily located in Europe, the U.S. and Asia.

In the Engineered Products Group, the Company designs, manufactures, markets and services a diverse group of pumps, compressors, liquid ring vacuum pumps, water jetting and loading arm systems and related aftermarket parts. These products are used in well drilling, well servicing and production of oil and natural gas; industrial, commercial and transportation applications; and in industrial cleaning and maintenance. Liquid ring pumps are used in many different applications such as water removal, distilling, reacting, flare gas recovery, efficiency improvement, lifting and handling, and filtering, principally in the pulp and paper, industrial manufacturing, petrochemical and power industries. This segment also designs, manufactures, markets and services other engineered products and components and equipment for the chemical, petroleum and food industries. The markets served by the Engineered Products Group are primarily located in the U.S., Europe, Canada and Asia.

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The following table provides financial information by reportable segment for the three and nine-month periods ended September 30, 2012 and 2011:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
Industrial Products Group
Revenues	$	311,767		$	320,171		$	967,316		$	934,227
Operating income (1)		39,402			38,607			95,765			103,734
Operating income as a percentage of revenues		12.6	%		12.1	%		9.9	%		11.1	%
Engineered Products Group
Revenues	$	236,717		$	294,511		$	798,538		$	823,001
Operating income (1)		49,650			67,973			181,114			188,841
Operating income as a percentage of revenues		21.0	%		23.1	%		22.7	%		22.9	%
Reconciliation of Segment Results to Consolidated Results
Total segment operating income	$	89,052		$	106,580		$	276,879		$	292,575
Interest expense		3,739			2,898			11,540			12,179
Other expense (income), net		(1,252	)		(138	)		(2,832	)		(821	)
Consolidated income before income taxes	$	86,565		$	103,820		$	268,171		$	281,217

(1) See Note 3 “Restructuring.”

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following management’s discussion and analysis of financial condition and results of operations should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2011, including the financial statements, accompanying notes and management’s discussion and analysis of financial condition and results of operations, and the interim condensed consolidated financial statements and accompanying notes included in this Quarterly Report on Form 10-Q.

On December 15, 2011, the Company acquired Robuschi S.p.A (“Robuschi”), a leading European producer of blowers, pumps and compressor packages. These products are used in a wide variety of end markets including wastewater, mining, and power generation, as well as general industrial applications. Robuschi is a component of the Company’s Industrial Products Group reportable segment.

On October 25, 2012, the Company announced that its Board of Directors, working together with its management team and the Company’s financial advisor, Goldman, Sachs & Co., are exploring strategic alternatives to enhance shareholder value. These alternatives could include, among other things, enhancing the Company’s existing strategic plan or a possible sale or merger of the Company. The Company stated that no decision has been made and that there can be no assurance that the Board’s exploration of strategic alternatives will result in any transaction being entered into or consummated. The Company does not intend to discuss or disclose developments with respect to this process until the Board has approved a definitive course of action.

Reportable Segments

In the Industrial Products Group, the Company designs, manufactures, markets and services the following products and related aftermarket parts for industrial and commercial applications: rotary screw, reciprocating, and sliding vane air compressors; and positive displacement, centrifugal and side channel blowers; primarily serving general industrial and OEM applications. This segment also markets and services complementary ancillary products. Stationary air compressors are used in manufacturing, process applications and materials handling, and to power air tools and equipment. Blowers are used primarily in pneumatic conveying, wastewater aeration, numerous applications in industrial manufacturing and engineered vacuum systems. The markets served are primarily in Europe, the U.S. and Asia.

In the Engineered Products Group, the Company designs, manufactures, markets and services a diverse group of products for industrial, commercial and OEM applications, engineered systems and general industry. Products include reciprocating pumps, liquid ring pumps, diaphragm vacuum pumps, water jetting systems and related aftermarket parts. These products are used in oil and natural gas well drilling, servicing and production; medical and laboratory; and in industrial cleaning and maintenance. Liquid ring pumps are used in many different applications such as water removal, distilling, reacting, flare gas recovery, efficiency improvement, lifting and handling, and filtering, principally in the pulp and paper, industrial manufacturing, petrochemical and power industries. This segment also designs, manufactures, markets and services other fluid transfer components and equipment for the chemical, petroleum and food industries. The markets served are primarily in the U.S., Europe, Canada and Asia.

The Company evaluates the performance of its reportable segments based on, among other measures, operating income, which is defined as income before interest expense, other income, net, and income taxes. Reportable segment operating income and segment operating margin (defined as segment operating income divided by segment revenues) are indicative of short-term operating performance and ongoing profitability. Management closely monitors the operating income and operating margin of each business segment to evaluate past performance and identify actions required to improve profitability. See Note 15 “Segment Results” in the “Notes to Condensed Consolidated Financial Statements” included in this Quarterly Report on Form 10-Q.

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Non-GAAP Financial Measures

To supplement the Company’s financial information presented in accordance with GAAP, management, from time to time, uses additional non-GAAP financial measures to clarify and enhance understanding of past performance and prospects for the future. The Company believes the non-GAAP financial measures provide important supplemental information to both management and investors regarding financial and business trends used in assessing its results of operations. The Company believes excluding the specified items from operating income and diluted earnings per share (DEPS) provides a more meaningful comparison to the corresponding reported periods and internal budgets and forecasts, assists investors in performing analysis that is consistent with financial models developed by investors and research analysts, provides management with a more relevant measurement of operating performance and is more useful in assessing management performance. Such measures are provided in addition to and should not be considered to be a substitute for, or superior to, the comparable measure under GAAP.

Results of Operations

Performance during the Quarter Ended September 30, 2012 Compared

with the Quarter Ended September 30, 2011

Revenues

Revenues decreased $66.2 million, or 10.8%, to $548.5 million in the three-month period ended September 30, 2012, compared to $614.7 million in the same three-month period in 2011. This decrease was attributable to lower volume ($79.0 million, or 12.9%) and unfavorable changes in foreign currency exchange rates ($22.1 million, or 3.6%); partially offset by price increases ($12.7 million, or 2.1%) and the acquisition of Robuschi in the fourth quarter of 2011 ($22.2 million, or 3.6%).

Revenues in the Industrial Products Group decreased $8.4 million, or 2.6%, to $311.8 million in the three-month period ended September 30, 2012, compared to $320.2 million in the same three-month period in 2011. This decrease reflects lower volume ($20.7 million, or 6.4%) and unfavorable changes in foreign currency exchange rates ($15.9 million, or 5.0%); partially offset by price increases ($6.0 million, or 1.9%) and the acquisition of Robuschi in the fourth quarter of 2011 ($22.2 million, or 6.9%). The volume decrease was primarily attributable to a weak global macroeconomic environment resulting in lower demand for industrial products, principally in Europe (exclusive of Robuschi) and China. The effects of these trends were less evident in Asia Pacific, which experienced growth collectively in markets other than China.

Revenues in the Engineered Products Group decreased $57.8 million, or 19.6%, to $236.7 million in the three-month period ended September 30, 2012, compared to $294.5 million in the same three-month period in 2011. This decrease reflects lower volume ($58.3 million, or 19.8%) and unfavorable changes in foreign currency exchange rates ($6.2 million, or 2.1%); partially offset by price increases ($6.7 million, or 2.3%). The volume decrease reflected weaker overall demand for products in the Engineered Products Group portfolio with well servicing pumps and related services accounting for approximately half of the decline in Engineered Products Group revenues.

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Gross Profit

Gross profit decreased $17.6 million, or 8.6%, to $187.9 million in the three-month period ended September 30, 2012, compared to $205.5 million in the same three-month period in 2011, and as a percentage of revenues was 34.3% in 2012, compared to 33.4% in 2011. The decrease in gross profit primarily reflects the net unfavorable effects of changes in foreign currency exchange rates and overall volume declines; partially offset by the price increases and the effects of the Robuschi acquisition as discussed above. The increase in gross profit as a percentage of revenues was due to the benefits of operational improvements, cost reductions, and favorable product mix.

Selling and Administrative Expenses

Selling and administrative expenses increased $1.1 million, or 1.2%, to $95.3 million in the three-month period ended September 30, 2012, compared to $94.2 million in the same three-month period in 2011. This increase primarily reflects selling and administrative expenses for Robuschi which was acquired in December 2011 and legal defense fees related to the asbestos and silica personal injury lawsuits discussed in Note 14 “Contingencies” in the “Notes to Condensed Consolidated Financial Statements” included in this Quarterly Report on Form 10-Q. These items were partially offset by lower salary expense as a result of restructuring actions, the reversal of accruals for executive incentive and share-based compensation related to the resignation of the Company’s former President and Chief Executive Officer, Barry L. Pennypacker; and the favorable effect of changes in foreign currency exchange rates. Excluding Robuschi-related items, selling and administrative expenses for the three-month period ended September 30, 2012 decreased 4.9% compared to the same three-month period in 2011. As a percentage of revenues, selling and administrative expenses increased to 17.4% in the third quarter of 2012 compared to 15.3% in the third quarter of 2011, primarily as a result of lower revenues in 2012.

Other Operating Expense, Net

Other operating expense, net, decreased $1.1 million, to $3.6 million in the three-month period ended September 30, 2012, compared to $4.7 million in the same three-month period in 2011. This decrease primarily relates to lower restructuring charges of $1.5 million during the three-month period ended September 30, 2012 compared to restructuring charges of $2.6 million during the three-month period ended September 30, 2011. See Note 3 “Restructuring” in the “Notes to Condensed Consolidated Financial Statements” included in this Quarterly Report on Form 10-Q for an explanation of the Company’s restructuring activities.

Operating Income

Operating income decreased $17.5 million, to $89.1 million in the three-month period ended September 30, 2012, compared to $106.6 million in the same three-month period in 2011. Operating income as a percentage of revenues in the third quarter of 2012 was 16.2% compared to 17.3% in the third quarter of 2011. This decrease was primarily due to the overall volume declines, net unfavorable effects of changes in foreign currency exchange rates, and increased selling and administrative expenses discussed above; partially offset by price increases and the effects of the Robuschi acquisition. Charges associated with profit improvement initiatives, acquisition-related costs, and other items totaled $1.4 million, or 0.3% of revenues, in the third quarter of 2012 and $4.9 million, or 0.8% of revenues, in the third quarter of 2011.

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The Industrial Products Group generated segment operating income and segment operating margin of $39.4 million and 12.6%, respectively, in the three-month period ended September 30, 2012, compared to $38.6 million and 12.1%, respectively, in the same three-month period in 2011 (see Note 15 “Segment Results” in the “Notes to Condensed Consolidated Financial Statements” included in this Quarterly Report on Form 10-Q for a reconciliation of segment operating income to consolidated operating income). The year over year improvement in operating income and operating margin was primarily attributable to the operating results for Robuschi, which was acquired in December 2011 and price increases, which were partially offset by the net effect of unfavorable changes in foreign currency exchange rates and lower volumes. Charges associated with profit improvement initiatives, acquisition-related costs, and other items totaled $1.0 million, or 0.3% of segment revenues, in the third quarter of 2012 and $3.2 million, or 1.0% of segment revenues, in the third quarter of 2011.

The Engineered Products Group generated segment operating income and segment operating margin of $49.7 million and 21.0%, respectively, in the three-month period ended September 30, 2012, compared to $68.0 million and 23.1%, respectively, in the same three-month period in 2011 (see Note 15 “Segment Results” in the “Notes to Condensed Consolidated Financial Statements” included in this Quarterly Report on Form 10-Q for a reconciliation of segment operating income to consolidated operating income). The year over year decline in operating income and operating margin was primarily attributable to lower volumes and the net effect of unfavorable changes in foreign currency exchange rates; partially offset by price increases. Charges associated with profit improvement initiatives and other items totaled $0.4 million, or 0.2% of segment revenues, in the third quarter of 2012 and $1.7 million, or 0.5% of segment revenues, in the third quarter of 2011.

Interest Expense

Interest expense increased $0.8 million, to $3.7 million in the three-month period ended September 30, 2012, compared to $2.9 million in the same three-month period in 2011 primarily due to higher average borrowings in the third quarter of 2012, the effects of which were partially offset by lower average interest rates. The weighted average interest rate, including the amortization of debt issuance costs and capital leases, decreased to 3.2% in the third quarter of 2012 compared to 5.3% in the third quarter of 2011.

Provision for Income Taxes

The provision for income taxes was $22.2 million and the effective tax rate was 25.6% for the three-month period ended September 30, 2012, compared to $29.5 million and 28.5%, respectively, in the same three-month period in 2011. The decrease in the effective tax rate for the three-month period ended September 30, 2012 when compared to the same three-month period of 2011 is primarily due to the favorable impact of provision to return adjustments and a lower proportion of U.S. profits, which are generally taxed at a higher rate than the Company’s foreign earnings. These items were partially offset by an increase in non-deductible expenses.

Net Income Attributable to Gardner Denver

Net income attributable to Gardner Denver of $64.1 million and diluted earnings per share (“DEPS”) of $1.30 for the three-month period ended September 30, 2012 compares with net income attributable to Gardner Denver and DEPS of $73.6 million and $1.42, respectively, for the same three-month period in 2011. This decrease reflects the net effect of the operating income, interest expense and income tax factors discussed above. Results in the third quarter of 2012 included charges for profit improvement initiatives, acquisition-related costs, and other items totaling $1.0 million after income taxes, or $0.02 on a diluted per share basis. Results in the third quarter of 2011 included net charges for profit improvement initiatives and other items totaling $3.5 million after income taxes, or $0.06 on a diluted per share basis.

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Performance during the Nine Months Ended September 30, 2012 Compared

with the Nine Months Ended September 30, 2011

Revenues

Revenues increased $8.7 million, or 0.5%, to $1,765.9 million in the nine-month period ended September 30, 2012, compared to $1,757.2 million in the same nine-month period in 2011. This increase was attributable to price increases ($32.8 million, or 1.9%) and the acquisition of Robuschi in the fourth quarter of 2011 ($69.5 million, or 4.0%); partially offset by lower volume in both reportable segments ($38.7 million, or 2.3%) and unfavorable changes in foreign currency exchange rates ($54.9 million, or 3.1%).

Revenues in the Industrial Products Group increased $33.1 million, or 3.5%, to $967.3 million in the nine-month period ended September 30, 2012, compared to $934.2 million in the same nine-month period in 2011. This increase reflects price increases ($14.7 million, or 1.6%) and the acquisition of Robuschi in the fourth quarter of 2011 ($69.5 million, or 7.4%); partially offset by lower volume ($12.6 million, or 1.4%) and unfavorable changes in foreign currency exchange rates ($38.5 million, or 4.1%). The net volume decrease during the nine-month period ended September 30, 2012 reflects the weakening global macroeconomic conditions and lower demand for industrial products. This trend of weakening demand for industrial products was particularly evident during the second and third quarters of 2012 in Europe (exclusive of Robuschi) and China. The effects of these trends were less evident in Asia Pacific, which experienced consistent growth in 2012 in markets other than China when compared to the same nine-month period in 2011.

Revenues in the Engineered Products Group decreased $24.5 million, or 3.0%, to $798.5 million in the nine-month period ended September 30, 2012, compared to $823.0 million in the same nine-month period in 2011. This decrease reflects lower volume ($26.2 million, or 3.2%) and unfavorable changes in foreign currency exchange rates ($16.4 million, or 2.0%); partially offset by price increases ($18.1 million, or 2.2%). The net volume decrease reflected declining order levels and backlog throughout 2012 for well servicing pumps and related services. These declines, as well as weaker demand for other products in the Engineered Products portfolio, were partially offset by improved demand for liquid-ring vacuum pumps. See the “Outlook” section in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in this Quarterly Report on Form 10-Q for information concerning forecasted demand for well servicing pumps and related services.

Gross Profit

Gross profit increased $2.2 million, or 0.4%, to $602.4 million in the nine-month period ended September 30, 2012, compared to $600.2 million in the same nine-month period in 2011, and as a percentage of revenues was 34.1% in 2012, compared to 34.2% in 2011. The increase in gross profit primarily reflects price increases and the effects of the Robuschi acquisition; partially offset by overall volume declines and the net unfavorable effects of changes in foreign currency exchange rates as discussed above. In addition, gross profit for the nine-month period ended September 30, 2012 was negatively impacted by a non-recurring charge of $4.0 million, or 0.7%, associated with valuing the Robuschi inventory at fair value on the acquisition date. The non-recurring effect of these charges on gross profit as a percentage of revenues was offset by the benefits of operational improvements, cost reductions, and favorable product mix.

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Selling and Administrative Expenses

Selling and administrative expenses increased $9.1 million, or 3.1%, to $304.3 million in the nine-month period ended September 30, 2012, compared to $295.2 million in the same nine-month period in 2011. This increase primarily reflects selling and administrative expenses for Robuschi, which included amortization of an acquisition fair value adjustment related to customer backlog, and legal defense fees related to the asbestos and silica personal injury lawsuits discussed in Note 14 “Contingencies” in the “Notes to Condensed Consolidated Financial Statements” included in this Quarterly Report on Form 10-Q. These items were partially offset by lower levels of executive and incentive compensation and commissions, the reversal of accruals for executive incentive and share-based compensation related to the resignation of the Company’s former President and Chief Executive Officer, Barry L. Pennypacker; and the favorable effect of changes in foreign currency exchange rates. Excluding Robuschi-related items, selling and administrative expenses for the nine-month period ended September 30, 2012 decreased 4.1% compared to the same nine-month period in 2011. As a percentage of revenues, selling and administrative expenses increased to 17.2% for the nine-month period ended September 30, 2012 compared to 16.8% during the same period in 2011.

Other Operating Expense, Net

Other operating expense, net, increased $8.8 million, to $21.2 million in the nine-month period ended September 30, 2012, compared to $12.4 million in the same nine-month period in 2011. This increase primarily relates to restructuring charges of $15.8 million during the nine-month period ended September 30, 2012 compared to restructuring charges of $6.6 million during the nine-month period ended September 30, 2011. See Note 3 “Restructuring” in the “Notes to Condensed Consolidated Financial Statements” included in this Quarterly Report on Form 10-Q for an explanation of the Company’s restructuring activities.

Operating Income

Operating income decreased $15.7 million, to $276.9 million in the nine-month period ended September 30, 2012, compared to $292.6 million in the same nine-month period in 2011. Operating income as a percentage of revenues for the nine-month period ended September 30, 2012 was 15.7% compared to 16.6% during the same period in 2011. The decrease in operating income as a percentage of revenues was primarily due to the previously mentioned increases in selling and administrative expenses and other operating expense, net. Charges associated with profit improvement initiatives, purchase accounting, and other items totaled $25.8 million, or 1.5% of revenues, through the third quarter of 2012 and $11.8 million, or 0.7% of revenues, in the same period of 2011.

The Industrial Products Group generated segment operating income and segment operating margin of $95.8 million and 9.9%, respectively, in the nine-month period ended September 30, 2012, compared to $103.7 million and 11.1%, respectively, in the same nine-month period in 2011 (see Note 15 “Segment Results” in the “Notes to Condensed Consolidated Financial Statements” included in this Quarterly Report on Form 10-Q for a reconciliation of segment operating income to consolidated operating income). The year over year decline in operating income and operating margin was primarily attributable to restructuring charges of $12.6 million for

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the nine-month period ended September 30, 2012 compared to $5.3 million in the same nine-month period in 2011, and the net unfavorable effects of changes in foreign currency exchange rates. Operating income for the nine-month period ended September 30, 2012 also included $4.3 million related to Robuschi, which was composed of $11.7 million of incremental profit and non-recurring charges related to acquisition fair value adjustments associated with inventory and backlog of $7.4 million. Charges associated with profit improvement initiatives, purchase accounting, and other items totaled $22.0 million, or 2.3% of segment revenues, through the third quarter of 2012 and $8.8 million, or 0.9% of segment revenues, in the same period of 2011.

The Engineered Products Group generated segment operating income and segment operating margin of $181.1 million and 22.7%, respectively, in the nine-month period ended September 30, 2012, compared to $188.8 million and 22.9%, respectively, in the same nine-month period in 2011 (see Note 15 “Segment Results” in the “Notes to Condensed Consolidated Financial Statements” included in this Quarterly Report on Form 10-Q for a reconciliation of segment operating income to consolidated operating income). The year over year decline in operating income and operating margin was primarily attributable to lower overall volumes and the net unfavorable effects of changes in foreign currency exchange rates; which were partially offset by price increases. Charges associated with profit improvement initiatives and other items totaled $3.8 million, or 0.5% of segment revenues, through the third quarter of 2012 and $3.0 million, or 0.4% of segment revenues, in the same period of 2011.

Interest Expense

Interest expense decreased $0.7 million, to $11.5 million in the nine-month period ended September 30, 2012, compared to $12.2 million in the same nine-month period in 2011 primarily due to the retirement of the Company’s 8% Senior Subordinated Notes in the second quarter of 2011 and the general decline of interest rates applicable to the Company’s debt instruments during the twelve-month period ended September 30, 2012. The effects of these items were partially offset by higher average borrowings during the nine-month period ended September 30, 2012 when compared to the same period of 2011. The weighted average interest rate, including the amortization of debt issuance costs and capital leases, decreased to 3.5% during the nine-month period ended September 30, 2012 compared to 6.3% during the same period in 2011.

Provision for Income Taxes

The provision for income taxes was $73.1 million and the effective tax rate was 27.3% for the nine-month period ended September 30, 2012, compared to $79.3 million and 28.2%, respectively, in the same nine-month period in 2011. The decrease in the effective tax rate for the nine-month period ended September 30, 2012 when compared to the same nine-month period of 2011 is primarily due to the favorable impact of provision to return adjustments and a non-U.S. tax law change.

Net Income Attributable to Gardner Denver

Net income attributable to Gardner Denver of $194.2 million and DEPS of $3.88 for the nine-month period ended September 30, 2012 compares with net income attributable to Gardner Denver and DEPS of $200.2 million and $3.82, respectively, for the same nine-month period in 2011. This decrease in net income attributable to Gardner Denver reflects the net effect of the operating income, interest expense and income tax factors discussed above. DEPS for the nine-month period ended September 30, 2012 includes the favorable impact of share repurchases under publicly announced share repurchase programs. The repurchase of 1.8 million shares during the six-month period ended June 30, 2012 favorably impacted DEPS for the nine-month period ended September 30, 2012 by approximately $0.07. Results during the nine-month period ended September 30, 2012 included charges for profit improvement initiatives, purchase accounting, and other items totaling $18.8 million after income taxes, or $0.38 on a diluted per share basis. Results during the nine-month period ended September 30, 2011 included net charges for profit improvement initiatives and other items totaling $8.4 million after income taxes, or $0.16 on a diluted per share basis.

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Outlook

Engineered Products Group

Orders in the Engineered Products Group in the third quarter of 2012 decreased 35.6% to $193.4 million, compared to $300.5 million in the third quarter of 2011. The decrease in orders was primarily due to weaker demand for drilling and well servicing pumps, OEM pumps, loading arms, and liquid-ring vacuum pumps ($100.3 million, or 33.4%). Orders were also negatively impacted by unfavorable changes in foreign currency exchange rates ($6.8 million, or 2.2%). Order backlog for the Engineered Products Group decreased 19.8% to $333.2 million as of September 30, 2012 from $415.6 million at December 31, 2011 due to the level of orders for the nine-month period ended September 30, 2012 relative to shipments (net decrease in backlog of $82.1 million, or 19.8%) and the unfavorable effect of changes in foreign currency exchange rates ($0.3 million, or 0.1%). Compared to the prior year backlog of $420.8 million, order backlog decreased 20.8%, due to the level of orders for the trailing twelve-month period ended September 30, 2012 relative to shipments (net decrease in backlog of $84.7 million, or 20.1%) and the unfavorable changes in foreign currency exchange rates ($2.9 million, or 0.7%).

Orders in the Engineered Products Group have historically corresponded to demand for petrochemical products and have been influenced by prices and inventory levels for oil and natural gas, rig count, and other economic factors which the Company cannot predict. Accordingly, the markets for some of our engineered products tend to be very cyclical. These factors have caused the level of demand for certain of our engineered products to change rapidly at times (both positively as well as negatively) and these trends are expected to continue in the future. Due to these factors, revenues for engineered products depends more on existing backlog levels than for our industrial products.

As a result of the decline in natural gas prices and excessive natural gas inventory levels, the Company expects significantly less demand and sales for its well servicing products for the remainder of the year when compared to actual results for the nine-month period ended September 30, 2012. This business is part of our Petroleum & Industrial Pumps business (“P&IP”). Approximately $300 million, or 65%, of P&IP’s total 2011 revenues were derived from the well servicing business, which includes sales of OEM pressure pumps, fluid-ends and repairs. Well servicing revenues in 2011 were approximately evenly-split between sales of OEM pressure pumps and aftermarket revenues.

The Company has been a market leader in well servicing for over twenty years and counts many large, well established companies as long-standing customers. The customer order backlog for our well servicing business as of September 30, 2012 includes orders for OEM pressure pumps. The Company continues to engage in constructive dialogue with its customers concerning these expected shipments. Order cancellations in response to current market conditions to date have not been material. However, the decreased levels of expected demand for these products, which was evident in the decline in orders for the three-month period ended September 30, 2012, may result in material order cancellations or customer-requested delays in the delivery of orders included in the backlog as of September 30, 2012 in the future.

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Industrial Products Group

The Company believes that demand for products in its Industrial Products Group generally correlates with the rate of total industrial capacity utilization and the rate of change of industrial production because compressed air is often used as a fourth utility in the manufacturing process. Capacity utilization rates above 80% have historically indicated a good demand environment for industrial equipment such as compressor and vacuum products. Over longer time periods, the Company believes that demand also tends to follow economic growth patterns indicated by the rates of change in the gross domestic product around the world. The global economic crisis was followed in 2010 and 2011 by improvements in global capacity utilization rates; however, these trends may not continue during the remainder of 2012 as macroeconomic conditions are showing signs of consistent weakness in many geographic regions, especially in Europe and China. These conditions will continue to impact the level of demand for products in the Industrial Products Group.

Orders in the Industrial Products Group in the third quarter of 2012 decreased $38.2 million, or 11.7%, to $289.0 million, compared to $327.2 million in the third quarter of 2011. Organically, orders declined $41.6 million, or 12.7%, due to weakening global macroeconomic conditions. Additionally, orders were negatively impacted by unfavorable changes in foreign currency exchange rates ($15.0 million, or 4.6%). These declines were partially offset by the incremental effect of orders associated with Robuschi, which accounted for $18.4 million, or 5.6%, of the total orders for the period. Order backlog for the Industrial Products Group increased 2.4% to $260.6 million as of September 30, 2012 from $254.4 million at December 31, 2011 due to the level of orders for the nine-month period ended September 30, 2012 relative to shipments (net increase in backlog of $5.3 million, or 2.1%) and the favorable effect of changes in foreign currency exchange rates ($0.9 million, or 0.3%). Order backlog for the Industrial Products Group as of September 30, 2012 increased 4.8% compared to $248.6 million as of September 30, 2011 due to the Robuschi acquisition ($21.1 million, or 8.5%) and the favorable effect of changes in foreign currency exchange rates ($0.5 million, or 0.2%); which where were partially offset by the level of organic orders for the trailing twelve-month period ended September 30, 2012 relative to shipments ($9.6 million, or 3.9%). The Company currently expects that weakening global macroeconomic conditions will continue to put pressure on demand levels for products in the Industrial Products Group.

Order backlog consists of orders believed to be firm for which a customer purchase order has been received or communicated. However, since orders may be rescheduled or cancelled, order backlog is not necessarily indicative of future revenue levels.

Restructuring and Profitability Improvement

In 2012 the Company launched a broad restructuring program designed to optimize the Company’s global manufacturing footprint, better serve customers and expand margins. The initial phase of the global restructuring effort was commenced in the first quarter of 2012. These restructuring actions were primarily focused on the European and North American operations included in the Industrial Products Group reportable segment. These actions, once completed, will reduce the Company’s global headcount by approximately 7%. In addition, the Company will close four production facilities, including two facilities in the U.S. and one each in Sweden and the UK. The Company recorded charges related to the initial phase of the restructuring plans of $1.4 million and $14.7 million in the three and nine-month periods ended September 30, 2012, respectively. The Company expects to complete the specific steps contemplated by this initial phase by the end of 2014 and to incur related additional charges of approximately $9.4 million.

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On August 16, 2012, the Company announced the launch of phase two of the restructuring program. Phase two involves further reductions in the number of manufacturing facilities and associated headcount. Phase two of the program is subject to required consultations with local stakeholders, including employee representatives, and will continue until the end of 2015.

The Company expects to incur severance and other employment related benefit costs in the range of $60 to $65 million and other costs in the range of $15 to $20 million for phase one and phase two of the restructuring program. Non-cash charges, primarily related to fixed assets, are expected to be in the range of $10 to $15 million. Phase one and two of the restructuring program are expected to generate annualized, pre-tax cost savings of $35 to $40 million by 2016, with $10 to $15 million expected to be achieved in 2013. The Company expects that the restructuring program will be able to be funded with existing cash resources and cash flows from operations.

Liquidity and Capital Resources

Working Capital

	September 30, 2012		December 31, 2011		Increase (Decrease)
Net Working Capital:
Total current assets	$	1,117,095	$	1,015,734	$	101,361
Less: Total current liabilities		515,090		505,754		9,336
Net working capital	$	602,005	$	509,980	$	92,025
	September 30, 2012		December 31, 2011		Increase (Decrease)
Operating Working Capital:
Accounts receivable, net	$	451,132	$	477,505	$	(26,373	)
Plus: Inventories, net		353,371		311,679		41,692
Less: Accounts payable		195,934		214,514		(18,580	)
Less: Accrued liabilities		210,901		213,548		(2,647	)
Operating working capital	$	397,668	$	361,122	$	36,546

Net working capital increased $92.0 million to $602.0 million at September 30, 2012 from $510.0 million at December 31, 2011. Operating working capital increased $36.5 million to $397.7 million at September 30, 2012 from $361.1 million at December 31, 2011 due to higher inventory, lower accounts payable and accrued liabilities, partially offset by lower accounts receivable. The decrease in accounts receivable was primarily due to lower levels of sales and the effect of changes in foreign currency exchange rates ($2.3 million), which were partially offset by slower collections. Days sales in receivables increased to 76 at September 30, 2012 from 72 at December 31, 2011 and 69 days at September 30, 2011. The increase in inventory primarily reflects the decline in both orders and backlog during the nine-month period ended September 30, 2012, particularly in the well servicing business; which were partially offset by reduced purchasing levels and the effect of changes in foreign currency exchange rates ($2.1 million). Inventory turns were 4.1 at September 30, 2012, compared with 5.2 at December 31, 2011 and 5.8 at September 30, 2011. The decrease in accounts payable was primarily due to the timing and lower levels of payments to vendors. See Note 6 “Accrued Liabilities” in the “Notes to Condensed Consolidated Financial Statements” included in this Quarterly Report on Form 10-Q for additional information related to the net change in this balance for the nine-month period ended September 30, 2012.

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Cash Flows

Cash provided by operating activities of $202.4 million in the nine-month period ended September 30, 2012 decreased $9.1 million from $211.5 million in the nine-month period ended September 30, 2011. This decrease was primarily due to slightly lower net income (excluding non-cash charges for depreciation and amortization and unrealized foreign currency transaction gains and losses) in 2012 compared to 2011 and net changes in working capital. Operating working capital used cash of $33.9 million in the nine-month period ended September 30, 2012 compared to $27.5 million in the same nine-month period of 2011. Changes in accounts receivable generated cash of $27.1 million in the nine-month period ended September 30, 2012 compared to cash used in accounts receivable of $91.3 million in the nine-month period ended September 30, 2011, reflective of the change in sales volumes within both periods. Cash used in inventory of $41.3 million and $42.1 million in the nine-month periods of 2012 and 2011, respectively, primarily reflected the accumulation of raw materials inventory due to the precipitous decline in order and backlog levels during the nine-month period ended September 30, 2012, which was in contrast to the increase in inventory due to steady growth in orders and backlog during the same nine-month period of 2011. Changes in accounts payable and accrued expenses used cash of $19.7 million in the nine-month period ended September 30, 2012 compared to cash generated of $105.8 million in the nine-month period ended September 30, 2011. The year over year decrease was primarily due to reduced purchasing levels and cost containment in 2012 in response to sudden declines in order and backlog levels, which was in contrast to the steady growth in orders and backlog during the same nine-month period of 2011.

Net cash used in investing activities of $29.0 million and $38.4 million in the nine-month periods ended September 30, 2012 and 2011, respectively, consisted primarily of capital expenditures on assets intended to increase productivity and reduce costs. The Company currently expects capital expenditures to total approximately $50 million for the full year 2012. As a result of the Company’s application of lean principles, non-capital or less capital-intensive solutions are often utilized in process improvement initiatives and capital replacement. Capital expenditures related to environmental projects have not been significant in the past and are not expected to be significant in the foreseeable future. Net cash used in investing activities for the nine-month period ended September 30, 2012 also included $8.1 million of proceeds for long-lived asset disposals, which were primarily related to the sale of a previously-exited manufacturing plant.

Net cash used in financing activities was $78.8 million in the nine-month period ended September 30, 2012 compared to $183.4 million used in the same nine-month period in 2011. Cash was generated from net proceeds from short and long-term borrowings totaling $36.5 million in the nine-month period ended September 30, 2012 compared to cash used for net repayments of short and long-term borrowings of $31.3 million in the same nine-month period in 2011. The Company’s redemption of its Senior Subordinated Notes (aggregate principal of $125.0 million) in the second quarter of 2011 was funded with available cash of $55.0 million and borrowings under its revolving credit facility of $70.0 million. Cash used for the repurchase of shares of the Company’s common stock totaled $115.2 million and $132.6 million in the nine-month periods ended September 30, 2012 and 2011, respectively, including shares exchanged or surrendered in connection with its stock option plans of $1.3 million and $1.2 million in 2012 and 2011, respectively. During the third quarter of 2011, the Company completed the purchase of the equity interests of the minority shareholders of its two joint ventures in China for a total cost of RMB 122.0 million ($18.8 million based on exchange rates at the date of payment). The purchase was accounted for by the Company as an equity transaction. Cash dividends paid were $7.5 million and $7.9 million ($0.15 per common share) in the nine-month periods ended September 30, 2012 and 2011, respectively.

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Share Repurchase Program

In November 2008, the Company’s Board of Directors authorized a share repurchase program to acquire up to 3.0 million shares of the Company’s outstanding common stock. In November 2011, the Company’s Board of Directors authorized an additional share repurchase program to acquire up to 1.3 million shares of the Company’s outstanding common stock plus an additional amount of common stock to offset dilution resulting from grants under the Company’s equity compensation plans. During the six-month period ended June 30, 2012, the Company repurchased 1.8 million shares of the Company’s outstanding common stock at a total cost of $114.0 million. These repurchases exhausted the availability under the share repurchase programs announced in November 2008 and November 2011.

In May 2012, the Company’s Board of Directors authorized an additional share repurchase program to acquire up to 1.6 million shares of the Company’s outstanding common stock plus an additional amount of common shares to offset dilution resulting from grants under the Company’s equity compensation plans. As of September 30, 2012, there were 1.6 million shares available for purchase under this program.

All common stock acquired under repurchase programs will be held as treasury stock and will be available for general corporate purposes.

Liquidity

The Company’s debt to total capital ratio (defined as total debt divided by the sum of total debt plus total stockholders’ equity) was 24.3% as of September 30, 2012 compared to 24.0% as of December 31, 2011. This increase primarily reflects a $36.2 million net increase in borrowings.

The Company’s primary cash requirements include working capital, capital expenditures, principal and interest payments on indebtedness, cash dividends on its common stock, selective acquisitions, restructuring costs, and common stock repurchases. The Company’s primary sources of funds are its net cash flows from operating activities and availability under its Revolving Line of Credit (as defined below). At September 30, 2012, the Company had cash and cash equivalents of $248.9 million, of which $3.2 million was pledged to financial institutions as collateral to support issued standby letters of credit and similar instruments. The Company also had $137.8 million of unused availability under its Revolving Line of Credit at September 30, 2012. Based on the Company’s financial position at September 30, 2012 and its pro-forma results of operations for the twelve months then ended, the unused availability under its Revolving Line of Credit would not have been limited by the financial ratio covenants in the 2008 Credit Agreement (as described below).

On September 19, 2008, the Company entered into the 2008 Credit Agreement consisting of (i) a $310.0 million Revolving Line of Credit (the “Revolving Line of Credit”), (ii) a $180.0 million term loan (“U.S. Dollar Term Loan”) and (iii) a €120.0 million term loan (“Euro Term Loan”). On November 21, 2011 the Company executed an amendment to the 2008 Credit Agreement increasing the U.S. Dollar Term Loan by $200.0 million. In addition, the 2008 Credit Agreement provides for a possible increase in the revolving credit facility of up to an additional $200.0 million.

The interest rates per annum applicable to loans under the 2008 Credit Agreement are, at the Company’s option, either a base rate plus an applicable margin percentage or a Eurocurrency rate plus an applicable margin. The base rate is the greater of (i) the prime rate or (ii) one-half of 1% over the weighted average of rates on overnight federal funds as published by the Federal Reserve Bank of New York. The Eurocurrency rate is LIBOR.

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The initial applicable margin percentage over LIBOR under the 2008 Credit Agreement was 2.5% with respect to the term loans and 2.1% with respect to loans under the Revolving Line of Credit, and the initial applicable margin percentage over the base rate was 1.25% with respect to floating rate loans. After the Company’s delivery of its financial statements and compliance certificate for each fiscal quarter, the applicable margin percentages are subject to adjustments based upon the ratio of the Company’s consolidated total debt to consolidated adjusted EBITDA (earnings before interest, taxes, depreciation and amortization) (each as defined in the 2008 Credit Agreement) being within certain defined ranges. At September 30, 2012, the applicable margin percentage over LIBOR under the 2008 Credit Agreement was a weighted average of 1.65% with respect to the term loans and 1.65% with respect to loans under the Revolving Line of Credit, and the applicable margin percentage over the base rate was 0.75% with respect to floating rate loans.

The obligations under the 2008 Credit Agreement are guaranteed by the Company’s existing and future domestic subsidiaries. The obligations under the 2008 Credit Agreement are also secured by a pledge of the capital stock of each of the Company’s existing and future material domestic subsidiaries, as well as 65% of the capital stock of each of the Company’s existing and future first-tier material foreign subsidiaries.

The 2008 Credit Agreement includes customary covenants. Subject to certain exceptions, these covenants restrict or limit the ability of the Company and its subsidiaries to, among other things: incur liens; engage in mergers, consolidations and sales of assets; incur additional indebtedness; pay dividends and redeem stock; make investments (including loans and advances); enter into transactions with affiliates, make capital expenditures and incur rental obligations above defined thresholds. In addition, the 2008 Credit Agreement requires the Company to maintain compliance with certain financial ratios on a quarterly basis, including a maximum total leverage ratio test and a minimum interest coverage ratio test. As of September 30, 2012, the Company was in compliance with each of the financial ratio covenants under the 2008 Credit Agreement.

The 2008 Credit Agreement contains customary events of default, including upon a change of control. If an event of default occurs, the lenders under the 2008 Credit Agreement will be entitled to take various actions, including the acceleration of amounts due under the 2008 Credit Agreement.

The U.S. Dollar and Euro Term Loans have a final maturity of October 15, 2013. The U.S. Dollar Term Loan requires quarterly principal payments aggregating to approximately $16.5 million and $214.6 million for the remainder of 2012 and 2013, respectively. The Euro Term Loan requires quarterly principal payments in Euros aggregating to approximately $9.7 million and $27.7 million for the remainder of 2012 and 2013, respectively (based on USD exchange rates as of September 30, 2012).

The Revolving Line of Credit matures on October 15, 2013. Loans under this facility may be denominated in USD or several foreign currencies and may be borrowed by the Company or two of its foreign subsidiaries as outlined in the 2008 Credit Agreement. On September 30, 2012, the Revolving Line of Credit had an outstanding principal balance of $157.0 million. In addition, letters of credit in the amount of $15.3 million were outstanding on the Revolving Line of Credit at September 30, 2012, leaving $137.8 million available for future use, subject to the terms of the Revolving Line of Credit.

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The Company issued $125.0 million of 8% Senior Subordinated Notes (the “Notes”) in 2005. The Notes were guaranteed by certain of the Company’s domestic subsidiaries and included customary covenants and events of default. On May 2, 2011, the Company redeemed all $125.0 million in aggregate principal amount outstanding, plus accrued and unpaid interest.

Management currently expects that the Company’s cash on hand, excess borrowing capacity, and future cash flows from operating activities will be sufficient to fund its working capital, capital expenditures, scheduled principal and interest payments on indebtedness, cash dividends on its common stock, and potential stock repurchases and restructuring costs for at least the next twelve months. The majority of the Company’s cash is in jurisdictions outside of the U.S. However, the Company believes its U.S. operations will generate sufficient cash flows from operations along with its availability under its Revolving Line of Credit to satisfy its cash needs in the U.S. The Company continues to consider acquisition opportunities, but the size and timing of any future acquisitions and the related potential capital requirements cannot be predicted. In the event that suitable businesses are available for acquisition upon acceptable terms, the Company may obtain all or a portion of the necessary financing through the incurrence of additional long-term borrowings. The Company considers undistributed earnings related to non-U.S. subsidiaries to be permanently reinvested in these foreign operations. The Company does not intend to repatriate these foreign earnings; however, tax liabilities may arise in the future if these foreign earnings are distributed.

Contractual Obligations and Commitments

The following table and accompanying disclosures summarize the Company’s significant contractual obligations at September 30, 2012 and the effect such obligations are expected to have on its liquidity and cash flows in future periods:

			Payments Due by Period
(Dollars in millions)	Total		Balance of 2012		2013-2014		2015–2016		After 2016
Contractual Cash Obligations
Debt	$	433.4	$	29.0	$	401.3	$	0.8	$	2.3
Estimated interest payments (1)		12.8		3.0		8.4		0.8		0.6
Capital leases		6.6		0.1		0.5		2.5		3.5
Operating leases		119.0		8.2		46.2		26.2		38.4
Purchase obligations (2)		281.5		193.8		87.3		0.4		0.0
Total	$	853.3	$	234.1	$	543.7	$	30.7	$	44.8

(1) Estimated interest payments for long-term debt were calculated as follows: for fixed-rate debt and term debt, interest was calculated based on applicable rates and payment dates; for variable-rate debt and/or non-term debt, interest rates and payment dates were estimated based on management’s determination of the most likely scenarios for each relevant debt instrument.

(2) Purchase obligations consist primarily of agreements to purchase inventory or services made in the normal course of business to meet operational requirements. The purchase obligation amounts do not represent the entire anticipated purchases in the future, but represent only those items for which the Company is contractually obligated as of September 30, 2012. For this reason, these amounts will not provide a complete and reliable indicator of the Company’s expected future cash outflows related to the purchase of inventory or services.

The above table does not include the Company’s total pension and other postretirement benefit liabilities and net deferred income tax liabilities recognized on the consolidated balance sheet as of September 30, 2012 because such liabilities, due to their nature, do not represent expected liquidity needs. There have not been

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material changes to such liabilities or the Company’s minimum pension funding obligations other than as disclosed in Note 7 “Pension and Other Postretirement Benefits” and Note 12 “Income Taxes” in the “Notes to Condensed Consolidated Financial Statements” included in this Quarterly Report on Form 10-Q. Also please refer to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2011.

In the normal course of business, the Company or its subsidiaries may sometimes be required to provide surety bonds, standby letters of credit or similar instruments to guarantee its performance of contractual or legal obligations. As of September 30, 2012, the Company had $76.2 million in such instruments outstanding and had pledged $3.2 million of cash to the issuing financial institutions as collateral for such instruments.

Contingencies

Refer to Note 14 “Contingencies” in the “Notes to Condensed Consolidated Financial Statements” included in this Quarterly Report on Form 10-Q, which is incorporated herein by reference, for a description of various legal proceedings, lawsuits and administrative actions.

New Accounting Standards

Refer to Note 1 “Summary of Significant Accounting Policies” in the “Notes to Condensed Consolidated Financial Statements” included in this Quarterly Report on Form 10-Q, which is incorporated herein by reference, for a description of new accounting pronouncements, including the expected impact on the Company’s Condensed Consolidated Financial Statements and related disclosures.

Critical Accounting Policies and Estimates

Management has evaluated the accounting policies used in the preparation of the Company’s condensed financial statements and related notes and believes those policies to be reasonable and appropriate. Certain of these accounting policies require the application of significant judgment by management in selecting appropriate assumptions for calculating financial estimates. By their nature, these judgments are subject to an inherent degree of uncertainty. These judgments are based on historical experience, trends in the industry, information provided by customers and information available from other outside sources, as appropriate. The most significant areas involving management judgments and estimates may be found in the Company’s 2011 Annual Report on Form 10-K, filed on February 27, 2012, in the Critical Accounting Policies and Estimates section of Management’s Discussion and Analysis and in Note 1 “Summary of Significant Accounting Policies” in the “Notes to Consolidated Financial Statements.” There were no significant changes to the Company’s critical accounting policies during the quarter ended September 30, 2012.

Cautionary Statement Regarding Forward-Looking Statements

All of the statements in “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” other than historical facts, are forward-looking statements, including, without limitation, the statements made under the caption “Outlook.” As a general matter, forward-looking statements are those focused upon anticipated events or trends, expectations, and beliefs relating to matters that are not historical in nature. The words “could,” “anticipate,” “preliminary,” “expect,” “believe,” “estimate,” “intend,” “plan,” “will,” “foresee,” “project,” “forecast,” or the negative thereof or variations thereon, and similar expressions identify forward-looking statements.

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The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for these forward-looking statements. In order to comply with the terms of the safe harbor, the Company notes that forward-looking statements are subject to known and unknown risks, uncertainties and other factors relating to the Company’s operations and business environment, all of which are difficult to predict and many of which are beyond the control of the Company. These known and unknown risks, uncertainties and other factors could cause actual results to differ materially from those matters expressed in, anticipated by or implied by such forward-looking statements.

These risks, uncertainties and other factors include, but are not limited to: (1) exposure to cycles in specific markets, particularly the level of oil and natural gas prices and oil and natural gas drilling production, which affect demand for the Company’s petroleum products, and industrial production and manufacturing capacity utilization rates, which affect demand for the Company’s industrial products; (2) the risks that the Company will not realize the expected financial benefits from future restructuring actions; (3) the Company’s exposure to the risks associated with instability in the global economy, which may negatively impact its revenues, liquidity, suppliers and customers; (4) the risks associated with the potential loss of key customers for petroleum products and the potential resulting negative impact on the Company’s profitability and cash flows; (5) the risks associated with competition in the Company’s market segments, particularly the pricing of the Company’s products; (6) the risks associated with the actions of shareholders; (7) the loss of, or disruption in, the Company’s distribution network could have a negative impact on the Company’s ability to ship products, meet customer demand, and otherwise operate its business; (8) the risks of large or rapid increases in raw material costs or substantial decreases in their availability, and the Company’s dependence on particular suppliers, particularly copper, aluminum, iron casting and other metal suppliers; (9) economic, political and other risks associated with the Company’s international sales and operations, including changes in currency exchange rates (primarily between the U.S. Dollar (“USD”), the euro (“EUR”), the British pound sterling (“GBP”) and the Chinese Yuan (“CNY”)); (10) the risks associated with potential changes in shale oil and gas regulation; (11) the risks associated with potential product liability and warranty claims due to the nature of the Company’s products; (12) the ability to attract and retain quality executive management and other key personnel; (13) the risk that communication or information systems failure may disrupt the Company’s business and result in financial loss and liability to its customers; (14) the ability to avoid employee work stoppages and other labor difficulties; (15) the risks associated with pending asbestos and silica personal injury lawsuits; (16) the risk of non-compliance with U.S. and foreign laws and regulations applicable to the Company’s international operations, including the U.S. Foreign Corrupt Practices Act and other similar laws; (17) the risks associated with environmental compliance costs and liabilities, including the compliance costs and liabilities of future climate change regulations; (18) the risks associated with enforcing the Company’s intellectual property rights and defending against potential intellectual property claims; (19) the risk of possible future charges if the Company determines that the value of goodwill and other intangible assets, representing a significant portion of the Company’s total assets, are impaired; (20) risks associated with the Company’s indebtedness and changes in the availability or costs of new financing to support the Company’s operations and future investments; (21) the ability to continue to identify and complete strategic acquisitions and effectively integrate such acquired companies to achieve desired financial benefits; (22) changes in discount rates used for actuarial assumptions in pension and other postretirement obligation and expense calculations and market performance of pension plan assets; (23) the risk that the Company is unable to develop new products and technologies, which may negatively impact our sales and market share; and (24) risks relating to our exploration of strategic alternatives. The foregoing factors should not be construed as exhaustive and should be read together with important information regarding risks and factors that may affect the Company’s future performance set forth under Item 1A “Risk Factors” in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2011.

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These statements reflect the current views and assumptions of management with respect to future events. The Company does not undertake, and hereby disclaims, any duty to update these forward-looking statements, even though its situation and circumstances may change in the future. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date of this report. The inclusion of any statement in this report does not constitute an admission by the Company or any other person that the events or circumstances described in such statement are material.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

The Company is exposed to certain market risks during the normal course of business arising from adverse changes in commodity prices, interest rates, and currency exchange rates. The Company’s exposure to these risks is managed through a combination of operating and financing activities. The Company selectively uses derivative financial instruments (“derivatives”), including foreign currency forward contracts and interest rate swaps, to manage the risks from fluctuations in currency exchange rates and interest rates. The Company does not hold derivatives for trading or speculative purposes. Fluctuations in commodity prices, interest rates, and currency exchange rates can be volatile, and the Company’s risk management activities do not totally eliminate these risks. Consequently, these fluctuations could have a significant effect on the Company’s financial results.

Notional transaction amounts and fair values for the Company’s outstanding derivatives, by risk category and instrument type, as of September 30, 2012 and December 31, 2011, are summarized in Note 11 “Hedging Activities and Fair Value Measurements” in the “Notes to Condensed Consolidated Financial Statements.”

Commodity Price Risk

The Company is a purchaser of certain commodities, principally aluminum. In addition, the Company is a purchaser of components and parts containing various commodities, including cast iron, aluminum, copper and steel. The Company generally buys these commodities and components based upon market prices that are established with the vendor as part of the purchase process. The Company does not use commodity financial instruments to hedge commodity prices.

The Company has long-term contracts with some of its suppliers of key components. However, to the extent that commodity prices increase and the Company does not have firm pricing from its suppliers, or its suppliers are not able to honor such prices, then the Company may experience margin declines to the extent it is not able to increase selling prices of its products.

Interest Rate Risk

The Company’s exposure to interest rate risk results primarily from its borrowings of $440.0 million at September 30, 2012. The Company manages its debt centrally, considering tax consequences and its overall financing strategies. The Company manages its exposure to interest rate risk by maintaining a mixture of fixed and variable rate debt and uses pay-fixed interest rate swaps as cash flow hedges of variable rate debt in order to adjust the relative proportions. The interest rates on approximately 47% of the Company’s borrowings were effectively fixed as of September 30, 2012. If the relevant LIBOR amounts for all of the Company’s borrowings had been 100 basis points higher than actual in the nine-month period ended September 30, 2012, the Company’s interest expense would have increased by $2.3 million.

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Exchange Rate Risk

A substantial portion of the Company’s operations is conducted by its subsidiaries outside of the U.S. in currencies other than the USD. Almost all of the Company’s non-U.S. subsidiaries conduct their business primarily in their local currencies, which are also their functional currencies. Other than the USD, the EUR, GBP, and CNY are the principal currencies in which the Company and its subsidiaries enter into transactions. The Company and its subsidiaries are also subject to the risk that arises when they, from time to time, enter into transactions in currencies other than their functional currency. To mitigate this risk, the Company and its subsidiaries typically settle intercompany trading balances monthly. The Company also selectively uses forward currency contracts to manage this risk. At September 30, 2012, the notional amount of open forward currency contracts was $49.3 million and their aggregate fair value was an asset of $0.4 million.

To illustrate the impact of currency exchange rates on the Company’s financial results, the Company’s operating income for the nine-month period ended September 30, 2012 would have decreased by approximately $14.0 million if the USD had been 10% more valuable than actual relative to other currencies. This calculation assumes that all currencies change in the same direction and proportion to the USD and that there are no indirect effects of the change in the value of the USD such as changes in non-USD sales volumes or prices.

Item 4. Controls and Procedures

The Company’s management carried out an evaluation (as required by Rule 13a-15(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), with the participation of the Interim Chief Executive Officer and Vice President and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) of the Exchange Act), as of the end of the period covered by this Quarterly Report on Form 10-Q. Based upon this evaluation, the Interim Chief Executive Officer and Vice President and Chief Financial Officer concluded that the Company’s disclosure controls and procedures were effective as of the end of the period covered by this Quarterly Report on Form 10-Q, such that the information relating to the Company and its consolidated subsidiaries required to be disclosed by the Company in the reports that it files or submits under the Exchange Act (i) is recorded, processed, summarized, and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms, and (ii) is accumulated and communicated to the Company’s management, including its principal executive and financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

In addition, the Company’s management carried out an evaluation, as required by Rule 13a-15(d) of the Exchange Act, with the participation of the Interim Chief Executive Officer and Vice President and Chief Financial Officer, of changes in the Company’s internal control over financial reporting. Based on this evaluation, the Interim Chief Executive Officer and Vice President and Chief Financial Officer concluded that there were no changes in the Company’s internal control over financial reporting that occurred during the quarter ended September 30, 2012 that have materially affected, or that are reasonably likely to materially affect, the Company’s internal control over financial reporting.

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PART II — OTHER INFORMATION

Item 1. Legal Proceedings

The Company is a party to various legal proceedings and administrative actions. The information regarding these proceedings and actions is included under Note 14 “Contingencies” in the “Notes to Condensed Consolidated Financial Statements” included in this Quarterly Report on Form 10-Q, which information is incorporated herein by reference.

Item 1A. Risk Factors

The Company updated the risk factors previously disclosed in Part I, Item 1A. of its Annual Report on Form 10-K for the year ended December 31, 2011, as set forth below.

Our exploration of strategic alternatives could have a negative impact on our business.

In October 2012, we announced that we are exploring strategic alternatives to enhance shareholder value, including, among other things, enhancing the Company’s existing strategic plan or a possible sale or merger of the Company. There can be no assurance that such a review will result in any transaction or any change in the Company’s existing strategic plan, or that any transaction or change will enhance shareholder value. During our review, our stock price may significantly fluctuate in response to developments in our review or market speculation regarding such developments. If a transaction does not occur, the share price of our common stock may decline significantly to the extent that the market price reflects an expectation that a transaction will be completed. The process of exploring strategic alternatives may be disruptive to our business operations; create uncertainties with current and potential customers, employees and business relationships; distract the Company’s management team from their day-to-day responsibilities; could make it more difficult to hire, retain and motivate key employees; could create difficulties in preserving the commercially sensitive confidential information that may need to be disclosed to other persons during this process; and is likely to result in increased general and administrative expenses, legal and third party consultant fees. The occurrence of any one or more of the above events could have a material adverse impact on our business, financial condition or results of operations.

Our ongoing and recently announced restructuring plans may not be as effective as we anticipate, and we may fail to realize the cost savings and increased efficiencies throughout our manufacturing, sales and distribution footprint that we expect to result from these actions. Our operating results could be negatively affected if we are not successful in completing the restructuring activities in the time frames contemplated or if factors arise during these projects that add costs to or disrupt our operations.

We continually seek ways to simplify or improve processes, eliminate excess capacity and reduce costs in all areas of our operations, which from time to time includes restructuring activities. We have implemented significant restructuring activities across our global manufacturing, sales and distribution footprint, which includes workforce reductions and facility consolidations, and we recently announced new restructuring plans and future initiatives designed to improve profitability by reducing our global headcount and our manufacturing footprint in the European operations included in our Industrial Products Group.

Our restructuring actions may not be as effective as we anticipate, and we may fail to realize the cost savings we expect from these actions. Actual charges, costs and adjustments due to restructuring activities may vary materially from our estimates. Our ability to realize anticipated cost savings, synergies and revenue enhancements may be affected by a number of factors, including our ability to effectively eliminate duplicative back office overhead and overlapping sales personnel, rationalize manufacturing capacity, synchronize information technology systems, consolidate warehousing and distribution facilities, and shift production to more economical facilities. Our restructuring plans will require significant cash and non-cash integration and implementation costs or charges in order to achieve those cost savings, which could offset any such savings and other synergies.

Although we have considered the impact of local regulations, negotiations with employee representatives and the related costs associated with our restructuring activities, factors beyond the control of management may affect the timing of these projects and therefore affect when savings will be achieved under the plans. Further, our operating results could be negatively affected if we are not successful in completing the restructuring projects in the time frames contemplated or if additional issues arise during the projects that add costs to or disrupt our operations.

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Our business could be negatively affected as a result of actions of shareholders.

Certain of our shareholders may, from time to time, attempt to involve themselves in the governance and strategic direction of our Company above and apart from normal interactions between shareholders and management. Such activities, and any related publicity, may result in additional costs and could adversely affect our business because, among other things:

• Perceived uncertainties as to our future direction may result in the loss of potential business opportunities and may make it more difficult to attract and retain qualified personnel and business partners; and

• Responding to actions by activist shareholders can be time-consuming and divert the attention of management and our employees.

For additional information regarding factors that could affect the Company’s results of operations, financial condition and liquidity, see (i) the risk factors discussion provided under Part I, Item 1A of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2011 and (ii) the “Cautionary Statement Regarding Forward-Looking Statements” included in Part I, Item 2 of this Quarterly Report on Form 10-Q, which are incorporated herein by reference.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Repurchases of equity securities during the three months ended September 30, 2012 are listed in the following table.

Period	Total Number of Shares Purchased(1) (4)		Average Price Paid per Share(2)		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs(3) (4)		Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs(3)
July 1, 2012 – July 31, 2012		—		—		—		1,600,000
August 1, 2012 – August 31, 2012		—		—		—		1,600,000
September 1, 2012 – September 30, 2012		4,816		60.98		—		1,600,000
Total		4,816		60.98		—		1,600,000

(1) Includes shares exchanged or surrendered in connection with the exercise or vesting of equity awards under Gardner Denver’s Amended and Restated Long-Term Incentive Plan.

(2) Excludes commissions.

(3) In November 2008, the Company’s Board of Directors authorized a share repurchase program to acquire up to 3.0 million shares of the Company’s outstanding common stock. In November 2011, the Company’s Board of Directors authorized an additional share repurchase program to acquire up to 1.3 million shares of the Company’s outstanding common stock plus an additional amount of common stock to offset dilution resulting from grants under the Company’s equity compensation plans. The repurchases during the six-month period ended June 30, 2012 exhausted the availability under these programs. In May 2012, the Company’s Board of Directors authorized an additional share repurchase program to acquire up to 1.6 million shares of the Company’s outstanding common stock plus an additional amount of common shares to offset dilution resulting from grants under the Company’s equity compensation plans. As of September 30, 2012, there were 1.6 million shares available for repurchase under this program.

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(4) The number of shares purchased includes common stock purchased to offset dilution resulting from grants under the Company’s equity compensation plans.

Item 6. Exhibits

See the list of exhibits in the Index to Exhibits to this Quarterly Report on Form 10-Q, which is incorporated herein by reference.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

GARDNER DENVER, INC.
		(Registrant)
Date: October 29, 2012	By:	/s/ Michael M. Larsen
		Michael M. Larsen
		Interim Chief Executive Officer
Date: October 29, 2012	By:	/s/ Michael M. Larsen
		Michael M. Larsen
		Vice President and Chief Financial Officer
Date: October 29, 2012	By:	/s/ David J. Antoniuk
		David J. Antoniuk
		Vice President and Corporate Controller
		(Principal Accounting Officer)

47

GARDNER DENVER, INC.

INDEX TO EXHIBITS

Exhibit    No.	Description
3.1	Certificate of Incorporation of Gardner Denver, Inc., as amended on May 3, 2006, filed as Exhibit 3.1 to Gardner Denver, Inc.’s Current Report on Form 8-K, filed May 3, 2006 (File No. 001-13215), and incorporated herein by reference.
3.2	Amended and Restated Bylaws of Gardner Denver, Inc., filed as Exhibit 3.2 to Gardner Denver, Inc.’s Current Report on Form 8-K, filed August 4, 2008 (File No. 001-13215), and incorporated herein by reference.
4.1	Amended and Restated Rights Agreement, dated as of January 17, 2005, between Gardner Denver, Inc. and National City Bank as Rights Agent, filed as Exhibit 4.1 to Gardner Denver, Inc.’s Current Report on Form 8-K, filed January 21, 2005 (File No. 001-13215), and incorporated herein by reference.
4.2	Amendment No. 1 to the Amended and Restated Rights Agreement, dated as of October 29, 2009, between Gardner Denver, Inc. and Wells Fargo Bank, National Association as Rights Agent, filed as Exhibit 4.2 to Gardner Denver, Inc.’s Current Report on Form 8-K, filed October 29, 2009 (File No. 001-13215), and incorporated herein by reference.
10.1	Waiver and Release Agreement, dated as of July 15, 2012, between Gardner Denver, Inc. and Barry L. Pennypacker, filed as Exhibit 10.1 to Gardner Denver, Inc.’s Current Report on Form 8-K, filed July 18, 2012 (File No. 001-13215), and incorporated herein by reference.
10.2	Offer Letter of Employment, dated as of July 27, 2012, between Gardner Denver, Inc. and T. Duane Morgan, filed as Exhibit 10.1 to Gardner Denver, Inc.’s Current Report on Form 8-K, filed August 1, 2012 (File No. 001-13215), and incorporated herein by reference.
10.3*	Form of Executive Change in Control Agreement.
10.4*	Gardner Denver, Inc. Severance Program.
31.1*	Certification of Interim Chief Executive Officer and Chief Financial Officer Pursuant to Rule 13a-14(a) or 15d-14(a) of the Exchange Act, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1**	Certification of Interim Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS*	XBRL Instance Document
101.SCH*	XBRL Taxonomy Extension Schema Document
101.CAL*	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF*	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*	XBRL Taxonomy Extension Label Linkbase Document
101.PRE*	XBRL Taxonomy Extension Presentation Linkbase Document

48

The SEC File No. for documents incorporated by reference is 001-13215 except as noted.

* Filed herewith.

** This exhibit is furnished herewith and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as expressly set forth by specific reference in such filing.

49

EX-10.3

Exhibit 10.3

EXECUTIVE CHANGE IN CONTROL AGREEMENT

THIS AGREEMENT is entered into this      day of             , 200     by and between GARDNER DENVER, INC., a Delaware corporation, its affiliates, successors and assigns (the “Company”), and                      (the “Executive”).

WHEREAS, the Company’s Board of Directors (the “Board”) has determined that it is in the best interests of the Company and its stockholders to ensure that the Company and its affiliates will have the continued dedication of the Executive, notwithstanding the possibility, threat or occurrence of a termination of the Executive’s employment in certain circumstances, including following a Change in Control as defined herein. The Board believes it is imperative to diminish the inevitable distraction of the Executive by virtue of the personal uncertainties and risks created by a pending or threatened termination of the Executive’s employment in such circumstances and to provide the Executive with compensation and benefits arrangements upon such a termination which ensure that the compensation and benefits expectations of the Executive will be satisfied and which are competitive with those of other corporations who may seek to employ the Executive.

NOW, THEREFORE, in order to accomplish these objectives, the Board has caused the Company to enter into this Agreement with the Executive, and it is hereby agreed as follows:

1. Definitions. For purposes of this Agreement, the following terms will have the following meanings unless otherwise expressly provided in this Agreement:

(a) Accrued Compensation. “Accrued Compensation” means (i) Executive’s annual base salary pro-rated through the Date of Termination to the extent not already paid, (ii) any reimbursement (in accordance with the Company’s expense reimbursement policy) for reasonable and necessary business expenses incurred by Executive on behalf of the Company before the Date of Termination, (iii) Executive’s accrued and unused vacation pay (in accordance with the Company’s vacation policy) to the extent not already paid, and (iv) bonuses and incentive compensation to which Executive is entitled under the terms of applicable bonus or incentive plans or awards maintained by the Company.

(b) Accrued Other Benefits. “Accrued Other Benefits” means any amounts or benefits required to be paid or provided to Executive or which Executive is eligible to receive under any plan, program, policy or practice or other contract or agreement of the Company through the Date of Termination, subject to the terms of any such plan, program, policy, practice or other contract or agreement not inconsistent with the terms contained herein.

(c) Base Salary. The “Base Salary” means the greater of Executive’s annual base salary at the rate in effect immediately before a Change in Control and Executive’s annual base salary at the rate in effect as of Executive’s Notice of Termination.

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(d) Beneficiary. “Beneficiary” means any individual, trust or other entity named by the Executive to receive the severance payments and benefits payable hereunder, if any, in the event of the death of the Executive. Executive may designate a Beneficiary to receive such payments and benefits by completing a form provided by the Company and delivering it to the Company’s Vice President General Counsel & Secretary. Executive may change his or her designated Beneficiary at any time (without the consent of any prior Beneficiary) by completing and delivering to the Company a new beneficiary designation form. If a Beneficiary has not been designated by the Executive, or if no designated Beneficiary survives the Executive, then the payment and benefits provided under this Agreement, if any, will be paid to the Executive’s estate, which shall be deemed to be Executive’s Beneficiary.

(e) Board. “Board” means the Board of Directors of the Company.

(f) Bonus Amount. The “Bonus Amount” means the target annual cash bonus paid or payable to Executive by the Company pursuant to the Executive Annual Bonus Plan for the last full fiscal year ending immediately before Executive’s Notice of Termination.

(g) Cause. “Cause” means:

(i) the Executive’s willful and continued failure to substantially perform the Executive’s reasonably assigned duties with the Company or its affiliates (other than any such failure resulting from the Executive’s incapacity due to physical or mental illness), which failure continued for a period of at least thirty (30) days after a written demand for substantial performance signed by a duly authorized officer of the Company, has been delivered to the Executive identifying the manner in which the company believes that the Executive has not substantially performed his or her duties;

(ii) the Executive’s breach of fiduciary duty involving personal profit, commission of a felony or a crime involving fraud or moral turpitude, or material breach of any provision of this Agreement; or

(iii) the willful engaging by the Executive in illegal conduct or gross misconduct which is materially and demonstrably injurious to the Company.

For purposes of this definition, no act or failure to act on the part of the Executive shall be considered “willful” unless it is done, or omitted to be done, by the Executive in bad faith or without a reasonable belief that the action or omission was legal, proper, and in the best interests of the Company or its affiliates. Any act, or failure to act, based on authority given pursuant to a resolution duly adopted by the Board, the instructions

of a more senior officer of the Company or the advice of counsel to the Company or its affiliates will be conclusively presumed to be done, or omitted to be done, by the Executive in good faith and in the best interests of the Company and its affiliates.

(h) Change in Control. A “Change in Control” means the occurrence of any one of the following events:

(i) any “person” (as defined in Sections 13(d) and 14(d) of U.S. Securities Exchange Act of 1934, as amended (the “Exchange Act”)), other than the Company, any trustee or other fiduciary holding securities under an employee benefit plan of the Company or any subsidiary of the Company, or any corporation owned, directly or indirectly, by the stockholders of the company in substantially the same proportions as their ownership of stock of the Company, acquires “beneficial ownership” (as defined in Rule 13d-3 under the Exchange Act) of securities representing 20% of the combined voting power of the then-outstanding securities of the Company entitled to vote in the election of directors (the “Voting Securities”) ; or

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(ii) during any period of not more than two consecutive years, individuals who, at the beginning of such period, constitute the Board and any new directors (other than any director designated by a person who has entered into an agreement with the Company to effect a transaction described in subsections 1(h)(i), 1(h)(iii), or 1(h)(iv) of this Agreement) whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two-thirds (2/3) of the directors then still in office who either were directors at the beginning of the period or whose election or nomination for election was previously so approved, cease for any reason to constitute at least a majority of the Board; or

(iii) the stockholders of the Company approve and the Company consummates a merger other than (A) a merger that would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity), in combination with the ownership of any trustee or other fiduciary holding securities under an employee benefit plan of the Company and any Subsidiary, at least 50% of the combined voting power of all classes of stock of the Company or such surviving entity outstanding immediately after such merger or (B) a merger effected to implement a recapitalization of the Company (or similar transaction) in which no person acquires more than 50% of the combined voting power of the Voting Securities; or

(iv) the stockholders of the Company approve and the Company consummates a plan of complete liquidation or dissolution of the Company, or a sale of all or substantially all of the assets of the Company.

A Change in Control has not occurred solely because any person acquired beneficial ownership of 20% or more of the outstanding Voting Securities as a result of the Company’s acquisition of Voting Securities which reduced the number of Voting Securities outstanding and increased the person’s number of shares proportionately owned.

(i) Date of Termination. The “Date of Termination” means the date specified in a Notice of Termination pursuant to paragraph 3 hereof, or the Executive’s last date as an active employee of the Company and its affiliates before a termination of employment due to death, Disability, or other reason, as the case may be.

(j) Disability. “Disability” means the Executive’s total and permanent disability as defined under the terms of the Company’s long-term disability plan in effect on the Date of Termination.

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(k) Effective Period. The “Effective Period” means the 24-month period following any Change in Control.

(l) Good Reason. “Good Reason” means, unless the Executive has consented in writing thereto, the occurrence, after a Change in Control of any of the following events or conditions:

(i) The actual assignment (not merely the announcement of a plan or present intention) to the Executive of any duties that would constitute a material diminution in the Executive’s position as in effect immediately prior to the Change in Control, including any material diminution in status, title, authority, duties or responsibilities or any other action which results in a material diminution in such status, title, authority, duties or responsibilities, excluding for this purpose an isolated, insubstantial and inadvertent action not taken in bad faith and which is remedied by the Company or the Executive’s employer promptly after receipt of notice thereof given by the Executive;

(ii) A material diminution (five percent or greater) by the Company or the Executive’s employer in the Executive’s base salary;

(iii) The Company requiring the Executive to be based at any location that is a material change of more than forty (40) miles from the Executive’s regular place of employment immediately prior to the Change in Control;

(iv) Following a Change in Control, unless a plan providing a substantially similar compensation or benefit is substituted, (A) the failure by the Company or any of its affiliates to continue in effect any material fringe benefit or compensation plan, retirement plan, life insurance plan, health and accident plan or disability plan in which the Executive is participating prior to the Change in Control, or (B) the taking of any action by the Company or any of its affiliates which would adversely affect the Executive’s participation in or materially reduce his benefits under any of such plans or deprive him of any material fringe benefit;

(v) Following a Change in Control, the failure of the Company or the affiliate of the Company by which the Executive is employed, or any affiliate which directly or indirectly owns or controls any affiliate by which the Executive is employed, to obtain the assumption in writing of the Company’s obligation to perform this Agreement by any successor to all or substantially all of the assets of the Company or such affiliate within 15 days after a reorganization, merger, consolidation, sale or other disposition of assets of the Company or such affiliate; or

(vi) Any purported termination of the Executive’s employment by the Company which is not effected pursuant to a Notice of Termination satisfying the requirements of paragraph 3 hereof; and for purposes of this Agreement, no such purported termination shall be effective.

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For purposes of this Agreement, any determination of “Good Reason” made by the Executive in good faith based upon his reasonable belief and understanding shall be conclusive. However, the Executive must provide the Company with Notice of Termination for “Good Reason” within ninety (90) days of the initial existence of the condition giving rise to such “Good Reason” and the Company shall have an opportunity to cure any claimed event of “Good Reason” within thirty (30) days of receipt of such Notice of Termination from the Executive. The Company shall notify the Executive of the timely cure of any claimed event of “Good Reason” and the manner in which such cure was effected, and any Notice of Termination delivered by the Executive based on such claimed “Good Reason” shall be deemed withdrawn. An event will not give rise to “Good Reason” if such event is the result of a decision made with Executive’s express written consent.

2. Term. The term (“Term”) of this Agreement shall commence on the date first above written (the “Commencement Date”) and, unless terminated earlier as provided hereunder, shall continue through the third anniversary of the Commencement Date (the “Termination Date”); provided, however, that commencing on the day following the Termination Date (the “Extension Date”), and on the anniversary of the Extension Date each year thereafter, the term of this Agreement shall automatically be extended for one additional year, unless at least 90 days prior to such Extension Date, the Company shall have given notice that it does not wish to extend this Agreement. Upon the occurrence of a Change in Control during the term of this Agreement, including any extensions thereof, this Agreement shall automatically be extended until the end of the Effective Period and may not be terminated by the Company during such time.

3. Notice of Termination.

(a) Any termination of the Executive’s employment by the Company, or by any affiliate of the Company by which the Executive is employed, for Cause, or by the Executive for Good Reason shall be communicated by Notice of Termination to the other party hereto given in accordance with paragraph 11 of this Agreement. For purposes of this Agreement, a “Notice of Termination” for termination of employment for Cause or for Good Reason means a written notice which (i) is given at least thirty (30) days prior to the Date of Termination, (ii) indicates the specific termination provision in this Agreement relied upon, (iii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive’s employment under the provision so indicated, (iv) specifies the employment termination date, and (v) allows the recipient of the Notice of Termination at least thirty (30) days to cure the act or omission relied upon in the Notice of Termination. The failure to set forth in the Notice of Termination any fact or circumstance which contributes to a showing of Good Reason or Cause will not waive any right of the party giving the Notice of Termination hereunder or preclude such party from asserting such fact or circumstance in enforcing its rights hereunder.

(b) A Termination of Employment of the Executive will not be deemed to be for Cause unless and until there has been delivered to the Executive a copy of a resolution duly adopted by the affirmative vote of not less than three-quarters of the entire membership of the Board at a meeting of the Board called and held for such purpose (after reasonable notice is provided to the Executive and the Executive is given an opportunity, together with counsel, to be

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heard before the Board), finding that, in the good faith opinion of the Board, the Executive has engaged in the conduct described in paragraph 1(g) hereof, and specifying the particulars of such conduct.

(c) A Termination of Employment of the Executive will not be deemed to be for Good Reason unless the Executive gives the Notice of Termination provided for herein within ninety (90) days of the initial existence of the event giving rise to Good Reason.

4. Obligations of the Company Upon Termination of Executive’s Employment Following a Change in Control.

(a) If, during the Effective Period, the Company terminates the Executive’s employment other than for Cause or the Executive terminates employment with the Company for Good Reason:

(i) The Company will pay Executive all of Executive’s Accrued Compensation and Accrued Other Benefits;

(ii) The Company will pay severance of [            ] times the sum of Executive’s Base Salary and Bonus Amount;

(iii) To the extent not included in Executive’s Accrued Compensation, the Company will pay Executive a pro-rata bonus amount for the year of termination, based on Executive’s Bonus Amount; and

(iv) The Company will pay for the continuation of the provision of medical, dental and life insurance benefits for a period of [            ] years following the Date of Termination to the Executive and the Executive’s family at least equal to those which would have been provided to them in accordance with the plans, programs, practices and policies of the Company as in effect and applicable generally to other peer executives and their families during the 90-day period immediately preceding the Effective Period or on the Date of Termination, at the election of the Executive; provided, however, that if the Executive becomes re-employed with another employer and is eligible to receive medical, dental and/or life insurance benefits under another employer provided plan, the medical, dental and/or life insurance benefits described herein will cease.

(b) “Compensation” Under Deferred Compensation and Retirement Plans. Any and all amounts paid under this Agreement, except Accrued Compensation or Accrued Other Benefits, are not intended to be “Compensation” for purposes of determining Compensation under any and all deferred compensation and retirement plans sponsored or maintained by the Company or by any affiliate controlled by the Company.

(c) Exclusion of Other Severance. The severance pay and benefits provided for in this paragraph 4 shall be in lieu of any other severance pay to which the Executive may be entitled under the Company’s severance plan or any other similar severance plan, agreement, or arrangement of the Company or any affiliate.

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(d) Effect of Death or Disability. If the Executive’s employment is terminated by reason of the Executive’s death or Disability during the Term of this Agreement, this Agreement shall terminate automatically on the date of death or, in the event of Disability, on the Date of Termination. In the event of the Executive’s death following the Executive’s Date of Termination, but prior to the payment of the severance payments and benefits provided under paragraph 4 hereof, if any, such payments and benefits will be paid to the Executive’s Beneficiary.

5. Form and Time of Payment. The cash amounts provided for in paragraph 4 above shall be paid in a single lump sum payment on the regularly scheduled payroll day immediately following the 30th day after Executive’s termination date (but in no event later than March 15^th following the calendar year in which occurs the later of the time the legally binding right to the payment arises or the time such right first ceases to be subject to a substantial risk of forfeiture). It is intended that these payments constitute short-term deferred compensation within the meaning of the applicable Treasury regulations pursuant to Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”). Notwithstanding the preceding two sentences, if Executive is a “specified employee” at the time Executive separates from service with the Company and any payment or benefit under paragraph 4 is determined to constitute non-qualified deferred compensation, such payment shall be made or such benefit shall be provided on the date that is six months after Executive’s separation from service with the Company, all as determined in accordance with Section 409A of the Code.

6. Mitigation of Damages. The Executive will not be required to mitigate damages or the amount of any payment provided for under this Agreement by seeking other employment or otherwise. Except as otherwise specifically provided in this Agreement, the amount of any payment provided for under this Agreement will not be reduced by any compensation earned by the Executive as the result of self-employment or employment by another employer or otherwise.

7. Stock Options; Stock Appreciation Rights; Long-Term Cash Bonus; Restricted Stock; Performance Shares. The benefits provided under paragraph 4 above are intended to be in addition to the value of any options to acquire common stock of the Company, Stock Appreciation Rights, shares of Restricted Stock, Restricted Stock Units, Performance Shares and Long-Term Cash Bonuses awarded under the Gardner Denver, Inc. Long-Term Incentive Plan (the “Incentive Plan”) and any other incentive or similar plan heretofore or hereafter adopted by the Company. The exercisability or vesting of such awards upon a Change in Control shall be governed by the terms of the Incentive Plan and any award agreements entered into thereunder.

8. Tax Effect.

(a) General. This paragraph 8 will apply to all payments (“Payments”), including any payment made or benefit provided, including any awards and distributions, to Executive or for Executive’s benefit (i) by the Company, whether or not pursuant to this Agreement, or (ii) by any other entity in connection with a change in the ownership or effective control of the Company or a change in the ownership of a substantial portion of the assets of the Company, made hereunder. In the event of a determination that any payments are subject to the excise tax imposed by Section 4999 of the Code and any related interest or penalties incurred by Executive (the “Excise

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Tax”), then the Payments shall be reduced (but not below zero) to the greatest amount which may be paid without Executive becoming subject to the Excise Tax, but only if and to the extent such reduced amount would provide a greater benefit to Executive than an unreduced payment that would be subject to an Excise Tax. In the event that Executive receives reduced payments and benefits as a result of the application of this paragraph 8, reduction shall first be made from payments and benefits which are determined not to be nonqualified deferred compensation for purposes of Section 409A of the Code, and then shall be made (to the extent necessary) out of payments and benefits which are subject to Section 409A of the Code and which are due at the latest future date.

(b) Determinations. All determinations required to be made under this paragraph 8, including as to any underlying assumptions, will be made by an independent, nationally recognized public accounting firm that (i) the Company selects before a Change in Control or (ii) that is reasonably acceptable to Executive and selected by the surviving company after a Change in Control (the “Accounting Firm”). If Executive’s Payments are reduced in accordance with this paragraph 8, the Accounting Firm will provide Executive with a written opinion, in form and substance reasonably satisfactory to Executive, that (i) Executive is not required to pay any Excise Tax and (ii) Executive’s not reporting any Excise Tax on Executive’s applicable federal income tax return will not result in the imposition of a negligence or similar penalty on Executive. The Company will bear all fees and expenses of the Accounting Firm, including any costs of retaining experts. Determinations by the Accounting Firm in accordance with this paragraph 8(b) will be binding.

9. Non-competition, Non-Solicitation and Confidential Information. For the Term of this Agreement, for the period of time during which the Executive receives benefits pursuant to paragraph 4(a)(iv) hereof, and within any state or similar foreign geographic territory where the Company engages in business, the Executive covenants and agrees as follows:

(a) not to: (i) directly or indirectly act in concert or conspire with any person employed by the Company in order to engage in or prepare to engage in or to have a financial or other interest in any business or any activity which the Executive knows (or reasonably should have known) to be directly competitive with the business of the Company as then being carried on; or (ii) serve as an employee, agent, partner, shareholder, director or consultant for, or in any other capacity participate, engage, or have a financial or other interest in any business or any activity which the Executive knows (or reasonably should have known) to be directly competitive with the business of the Company as then being carried on (provided, however, that notwithstanding anything to the contrary contained in this Agreement, the Executive may own up to two percent (2%) of the outstanding shares of the capital stock of a company whose securities are registered under Section 12 of the Securities Exchange Act of 1934);

(b) not to solicit or entice any other employee of the Company or its affiliates to leave the Company or its affiliates to go to work for any other business or organization which is in direct or indirect competition with the Company or any of its affiliates, nor request or advise a customer or client of the Company or its affiliates to curtail or cancel such customer’s business relationship with the Company or its affiliates;

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(c) to abide by the contractual terms of the Executive’s Employee Nondisclosure Agreement, which was executed during the Executive’s employment with the Company and remains in full force for ten years following the Date of Termination;

(d) to cooperate with the Company and its attorneys in connection with any and all lawsuits, claims, investigations, or similar proceedings that have been or could be asserted at any time arising out of or related in any way to Executive’s employment by the Company or any of its subsidiaries; and

(e) not to disparage the Company or otherwise make comments harmful to the Company’s reputation.

In consideration for the promises made by Executive in this paragraph 9, Company allocates 40% of the total present value (as determined upon Executive’s Termination Date) of the compensation and benefits provided under paragraph 4(a)(ii)-(iv) of this Agreement.

10. Rights and Remedies Upon Breach.

(a) The Executive hereby acknowledges and agrees that the provisions contained in paragraph 9 of this Agreement (the “Restrictive Covenants”), are reasonable and valid in duration and in all other respects. If any court of competent jurisdiction determines that any of the Restrictive Covenants, or any part thereof, is invalid or unenforceable, the remainder of the Restrictive Covenants will not thereby be affected and will be given full effect without regard to the invalid portions.

(b) If the Executive breaches, or threatens to commit a breach of, any of the Restrictive Covenants, the Company will have the following rights and remedies, each of which rights and remedies will be independent of the others and severally enforceable, and each of which is in addition to, and not in lieu of, any other rights and remedies available to the Company under law or in equity:

(i) Specific Performance. The right and remedy to have the Restrictive Covenants specifically enforced by any court of competent jurisdiction, it being agreed that any breach or threatened breach of the Restrictive Covenants would cause irreparable injury to the Company and that money damages would not provide an adequate remedy to the Company;

(ii) Accounting. The right and remedy to require the Executive to account for and pay over to the Company all compensation, profits, monies, accruals, increments or other benefits derived or received by the Executive as the result of any action constituting a breach of the Restrictive Covenants; and

(iii) Cessation of Severance Benefits. The right and remedy to cease any further severance, benefit or other compensation payments under this Agreement to the Executive or the Executive’s Beneficiary from and after the commencement of such breach by the Executive.

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11. Arbitration. The Company and Executive agree that any claim, dispute or controversy arising under or in connection with this Agreement (including, without limitation, any such claim, dispute or controversy arising under any federal, state or local statute, regulation or ordinance or any of the Company’s employee benefit plans, policies or programs) shall be resolved solely and exclusively by binding arbitration. The arbitration shall be held in the city of Philadelphia (or at such other location as shall be mutually agreed by the parties). The arbitration shall be conducted in accordance with the Expedited Employment Arbitration Rules (the “Rules”) of the American Arbitration Association (the “AAA”) in effect at the time of the arbitration, except that the arbitrator shall be selected by alternatively striking from a list of five arbitrators supplied by the AAA. All fees and expenses of the arbitration, including a transcript if either requests, shall be borne equally by the parties. If Executive prevails as to any material issue presented to the arbitrator, the entire cost of such proceedings (including, without limitation, Executive’s reasonable attorneys’ fees) shall be borne by the Company. If Executive does not prevail as to any material issue, each party will pay for the fees and expenses of its own attorneys, experts, witnesses, and preparation and presentation of proofs and post-hearing briefs (unless the party prevails on a claim for which attorney’s fees are recoverable under the Rules). Any action to enforce or vacate the arbitrator’s award shall be governed by the Federal Arbitration Act, if applicable, and otherwise by applicable state law. If either the Company or Executive pursues any claim, dispute or controversy against the other in a proceeding other than the arbitration provided for herein, the responding party shall be entitled to dismissal or injunctive relief regarding such action and recovery of all costs, losses and attorney’s fees related to such action. Notwithstanding the provisions of this paragraph, either party may seek injunctive relief in a court of competent jurisdiction, whether or not the case is then pending before the panel of arbitrators. Following the court’s determination of the injunction issue, the case shall continue in arbitration as provided herein.

12. Notices. Any notice provided for in this Agreement will be given in writing and will be delivered personally, telegraphed, telexed, sent by facsimile transmission or sent by certified, registered or express mail, postage prepaid. Any such notice will be deemed given when so delivered personally, telegraphed, telexed or sent by facsimile transmission, or, if mailed, on the date of actual receipt thereof. Notices will be properly addressed to the parties at their respective addresses set forth below or to such other address as either party may later specify by notice to the other in accordance with the provisions of this paragraph:

If to the Company:

Gardner Denver, Inc.

1500 Liberty Ridge Drive, Suite 3000

Wayne, PA 19087

Attention: Corporate Secretary/General Counsel

If to the Executive:

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13. Entire Agreement. This Agreement contains the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior agreements, written or oral, with respect thereto, including, without limitation, the Letter Agreement entered into between the Company and the Executive dated effective                  ,         and any and all prior employment or severance agreements and related amendments entered into between the Company and the Executive. Furthermore, the severance payments and benefits provided for under this Agreement are separate and apart from and, to the extent they are actually paid, will be in lieu of any payment under any policy of the Company or any of its affiliates regarding severance payments generally.

14. Waivers and Amendments. This Agreement may be amended, superseded, canceled, renewed or extended, and the terms and conditions hereof may be waived, only by a written instrument signed by the parties hereto or, in the case of a waiver, by the party waiving compliance. No delay on the part of any party in exercising any right, power or privilege hereunder will operate as a waiver thereof, nor will any waiver on the part of any party of any such right, power or privilege hereunder, nor any single or partial exercise of any right, power or privilege hereunder, preclude any other or further exercise thereof or the exercise of any other right, power or privilege hereunder.

15. Governing Law. This Agreement will be governed by and construed in accordance with the laws of the state of Delaware (without giving effect to the choice of law provisions thereof), where the employment of the Executive will be deemed, in part, to be performed, and enforcement of this Agreement or any action taken or held with respect to this Agreement will be taken in the courts of appropriate jurisdiction in Delaware.

16. Assignment. This Agreement, and any rights and obligations hereunder, may not be assigned by the Executive and may be assigned by the Company only to any successor in interest, whether by merger, consolidation, acquisition or the like, or to purchasers of substantially all of the assets of the Company.

17. Binding Agreement. This Agreement will inure to the benefit of and be binding upon the Company and its respective successors and assigns and the Executive and his legal representatives.

18. Counterparts. This Agreement may be executed in separate counterparts, each of which when so executed and delivered will be deemed an original, but all of which together will constitute one and the same instrument.

19. Headings. The headings in this Agreement are for reference purposes only and will not in any way affect the meaning or interpretation of this Agreement.

20. Authorization. The Company represents and warrants that the Board of Directors of the Company has authorized the execution of this Agreement.

Executive’s Initials:                     

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21. Validity. The invalidity or unenforceability of any provisions of this Agreement will not affect the validity or enforceability of any other provisions of this Agreement, which will remain in full force and effect.

22. Tax Withholding. The Company will have the right to deduct from all benefits and/or payments made under this Agreement to the Executive any and all taxes required by law to be paid or withheld with respect to such benefits or payments.

23. No Contract of Employment. Nothing contained in this Agreement will be construed as a contract of employment between the Company or any of its affiliates and the Executive, as a right of the Executive to be continued in the employment of the Company or any of its affiliates, or as a limitation of the right of the Company or any of its affiliates to discharge the Executive with or without cause.

24. Reimbursement and In-kind Benefits. The following shall apply to all health care benefits pursuant to paragraph 4(a)(iv) (the “Health Benefits”). All reimbursements of expenses made under the Health Benefits shall be made no later than the end of the calendar year next following the calendar year in which the expenses were incurred. The amount of expenses that are eligible for reimbursement or of in-kind benefits that are provided pursuant to the Health Benefits in any given calendar year shall not affect the expenses that are eligible for reimbursement or benefits to be provided under the Health Benefits in any other calendar year, except as specifically permitted by Treasury Regulation Section 1.409A-3(i)(iv)(B). Executive’s right to the Health Benefits may not be liquidated or exchanged for any other benefit.

25. Interpretation and Savings. All terms and conditions of this Agreement shall be construed to be in accordance with the non-qualified deferred compensation requirements of Section 409A of the Internal Revenue Code and any offending or non-compliant terms shall be amended, voided and/or reformed to the extent necessary to comply with Section 409A.

IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first above written.

The Company

GARDNER DENVER, INC.	THE EXECUTIVE
By:		By:
Name:		Name:
Title:		Title:

Executive’s Initials:                     

12

EX-10.4

Exhibit 10.4

Summary of Gardner Denver, Inc. Severance Program

On July 30, 2012, the Management Development & Compensation Committee of the Board of Directors (the “Compensation Committee”) approved an executive severance compensation program (the “Severance Program”). The Severance Program establishes two tiers of participants with different severance benefits. Tier I participants include the Chief Executive Officer and Chief Financial Officer. Tier II participants include the Corporate Controller, President of the Industrial Products Group, Vice President of Human Resources, General Counsel and Chief Information Officer. The Compensation Committee may add new participants to the Severance Program at any time.

For both Tier I and Tier II participants, cash severance benefits would be provided only upon (a) involuntary termination of employment “without cause” or (b) voluntary separation for a “good reason.” No cash severance benefits would be provided upon a termination “for cause” or upon separation from service as a result of disability, retirement or death. The participants in the Severance Program will also be required to agree to certain non-competition, non-disclosure and non-solicitation covenants and will be subject to a waiver of rights to pursue certain claims against Gardner Denver, Inc. (the “Company”).

Under the Severance Program, cash severance amounts would be two times the annual base salary plus target annual cash bonus opportunity for Tier 1 participants and one times annual base salary plus target annual cash bonus opportunity for Tier II participants. In addition, under the Severance Program, participants will be entitled to receive a prorated annual cash bonus award payment based on actual Company performance, as provided in the Company's Executive Annual Bonus Plan. Participants would also be entitled to health and welfare insurance benefits for 18 months from the date of termination and outplacement services assistance with a maximum benefit of $50,000. Participants with prior severance arrangements in their initial employment offer letters would be entitled to the greater of the benefits under the Severance Program or their employment offer letter. In no event will participants be entitled to dual payments under their respective offer letters and the Severance Program. The Compensation Committee is required to give each participant ninety days advance notice of any changes to the Severance Program if the changes have a material adverse effect on the participants.

EX-31.1

Exhibit 31.1

CEO Form 10-Q Certification

I, Michael M. Larsen, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Gardner Denver, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: October 29, 2012	/s/ Michael M. Larsen
	Michael M. Larsen
	Interim Chief Executive Officer and Vice President and Chief Financial Officer
	Gardner Denver, Inc.

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Gardner Denver, Inc. (the “Company”) on Form 10-Q for the period ended September 30, 2012, as filed with the Securities and Exchange Commission on the date hereof (the “Periodic Report”), I, Michael M. Larsen, certify, pursuant to Rule 13a-14(b) of the Securities Exchange Act of 1934, as amended, and 18 U.S.C. Section 1350, that:

(1) The Periodic Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

(2) The information contained in the Periodic Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Michael M. Larsen

Michael M. Larsen

Interim Chief Executive Officer and Vice President and Chief Financial Officer

Gardner Denver, Inc.

October 29, 2012

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

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Schedule of Inventories (Detail) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2012	Dec. 31, 2011
Schedule of Inventory [Line Items]
Raw materials, including parts and subassemblies	$ 248,103	$ 202,542
Work-in-process	57,591	57,264
Finished goods	67,410	67,748
Inventories, gross	373,104	327,554
Excess of FIFO costs over LIFO costs	(19,733)	(15,875)
Inventories, net	$ 353,371	$ 311,679

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Summary of Restricted Share Award Activity (Detail) (USD $) In Thousands, except Per Share data, unless otherwise specified	9 Months Ended
	Sep. 30, 2012
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Nonvested at December 31, 2011, Shares	148
Granted, Shares	88
Vested, Shares	(59)
Forfeited, Shares	(62)
Nonvested at September 30, 2012, Shares	115
Nonvested, Weighted-Average Grant-Date Fair Value (per share), Beginning Of Period	$ 48.59
Granted, Weighted-Average Grant-Date Fair Value (per share)	$ 66.59
Vested, Weighted-Average Grant-Date Fair Value (per share)	$ 26.74
Forfeited, Weighted-Average Grant-Date Fair Value (per share)	$ 65.02
Nonvested, Weighted-Average Grant-Date Fair Value (per share), End Of Period	$ 64.58

XML

Schedule of Debt and Capital Lease Obligations (Parenthetical) (Detail) In Thousands, unless otherwise specified			9 Months Ended				9 Months Ended				9 Months Ended
	Sep. 30, 2012 USD ($)	Dec. 31, 2011 USD ($)	Sep. 30, 2012 Credit Line, Due 2013 USD ($)		Dec. 31, 2011 Credit Line, Due 2013 USD ($)		Sep. 30, 2012 Term Loan, Denominated In U.S. Dollars, Due 2013 USD ($)		Dec. 31, 2011 Term Loan, Denominated In U.S. Dollars, Due 2013 USD ($)		Sep. 30, 2012 Term Loan, Denominated In Euros ("EUR"), Due 2013 USD ($)		Dec. 31, 2011 Term Loan, Denominated In Euros ("EUR"), Due 2013 USD ($)		Sep. 30, 2012 Secured Mortgages USD ($)		Sep. 30, 2012 Secured Mortgages EUR (€)	Dec. 31, 2011 Secured Mortgages USD ($)
Debt Instrument [Line Items]
Applicable rate from interest rate of loan varying with prime, federal funds and/or LIBOR			1.80%				1.80%				2.10%
Average interest rate of loan with prime, federal funds and/or LIBOR			1.90%				1.90%				2.30%
Total long-term debt, including current maturities	$ 439,546	$ 401,433	$ 157,000	[1]	$ 72,000	[1]	$ 231,154	[2]	$ 260,000	[2]	$ 38,615	[3]	$ 50,596	[3]	$ 6,160	[4]	€ 4,791	$ 6,504	[4]

[1] The loans under this facility may be denominated in USD or several foreign currencies. The interest rates under the facility are based on prime, federal funds and/or the London Interbank offer rate ("LIBOR") for the applicable currency. At September 30, 2012, the applicable rate was 1.8%, and the weighted-average rate was 1.9% for the nine-month period ended September 30, 2012.

[2] The interest rate for this loan varies with prime, federal funds and/or LIBOR. At September 30, 2012, the applicable rate was 1.8%, and the weighted-average rate was 1.9% for the nine-month period ended September 30, 2012.

[3] The interest rate for this loan varies with LIBOR. At September 30, 2012, this rate was 2.1%, and the weighted-average rate was 2.3% for the nine-month period ended September 30, 2012.

[4] This amount consists of two fixed-rate commercial loans with an outstanding balance of €4,791 at September 30, 2012. The loans are secured by the Company's facility in Bad Neustadt, Germany.

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Other Information about Companys Restricted Share Awards (Detail) (Restricted Stock, USD $) In Thousands, unless otherwise specified	9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011
Restricted Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total fair value of awards vested during the period	$ 3,826	$ 3,828
Pre-tax unrecognized compensation expense, net of estimated forfeitures as of September 30, 2012	$ 3,845
Weighted-average period (in years) to be recognized as expense	1 year 9 months 18 days

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Components of Net Periodic Benefit Cost (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011
U.S. Plans
Defined Benefit Plan Disclosure [Line Items]
Interest cost	$ 826	$ 897	$ 2,478	$ 2,691
Expected return on plan assets	(1,074)	(1,054)	(3,222)	(3,162)
Unrecognized net actuarial loss (gain)	475	308	1,425	924
Total net periodic benefit cost (income)	227	151	681	453
Non-U.S. Plans
Defined Benefit Plan Disclosure [Line Items]
Service cost	205	272	777	810
Interest cost	2,646	3,024	7,994	9,060
Expected return on plan assets	(2,569)	(2,794)	(7,723)	(8,380)
Unrecognized prior service cost	9	10	27	29
Unrecognized net actuarial loss (gain)	309	221	929	664
Total net periodic benefit cost (income)	600	733	2,004	2,183
Other Postretirement Benefits
Defined Benefit Plan Disclosure [Line Items]
Service cost	7	7	21	22
Interest cost	181	193	544	579
Unrecognized prior service cost	(15)	(15)	(45)	(45)
Unrecognized net actuarial loss (gain)	(202)	(318)	(606)	(954)
Total net periodic benefit cost (income)	$ (29)	$ (133)	$ (86)	$ (398)

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Supplemental Information (Tables)

9 Months Ended

Sep. 30, 2012

Components of Other Operating Expense (Income), Net, and Supplemental Cash Flow Information

The components of “Other operating expense, net”, and supplemental cash flow information are as follows:

	Three Months  Ended September 30,				Nine Months Ended September 30,
	2012		2011		2012		2011
Other Operating Expense, Net
Foreign currency losses, net	$	94	$	25	$	1,245	$	2,614
Restructuring charges, net (1)		1,460		2,625		15,805		6,588
Other, net		2,023		2,076		4,109		3,223
Total other operating expense, net	$	3,577	$	4,726	$	21,159	$	12,425
Supplemental Cash Flow Information
Cash taxes paid					$	89,495	$	57,604
Interest paid						9,635		11,454

(1) See Note 3 “Restructuring.”

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Schedule of Calculation of Basic and Diluted Earnings Per Common Share (Detail) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011
Schedule of Earnings Per Share, Basic and Diluted, by Common Class [Line Items]
Net income attributable to Gardner Denver	$ 64,103	$ 73,583	$ 194,202	$ 200,182
Basic	49,038	51,601	49,752	52,028
Effect of stock-based compensation awards	193	367	237	400
Diluted	49,231	51,968	49,989	52,428
Earnings Per Share, Basic	$ 1.31	$ 1.43	$ 3.90	$ 3.85
Earnings Per Share, Diluted	$ 1.30	$ 1.42	$ 3.88	$ 3.82
Antidilutive equity-based awards outstanding	331	142	324	116

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Goodwill and Other Intangible Assets (Tables)

9 Months Ended

Sep. 30, 2012

Schedule Of Changes In Carrying Amount Of Goodwill Attributable To Each Business Segment

The changes in the carrying amount of goodwill attributable to each reportable segment for the nine-month period ended September 30, 2012, and the year ended December 31, 2011, are presented in the table below:

	Industrial Products Group			Engineered Products Group			Total
Balance as of December 31, 2010	$	250,084		$	321,712		$	571,796
Acquisitions		112,221			—			112,221
Foreign currency translation		(4,070	)		(3,365	)		(7,435	)
Balance as of December 31, 2011		358,235			318,347			676,582
Adjustments		(634	)		—			(634	)
Divestitures		(195	)		—			(195	)
Foreign currency translation		482			868			1,350
Balance as of September 30, 2012	$	357,888		$	319,215		$	677,103

Schedule Of Gross Carrying Amount And Accumulated Amortization Of Identifiable Intangible Assets, Other Than Goodwill

The following table presents the gross carrying amount and accumulated amortization of identifiable intangible assets, other than goodwill, at the dates presented:

	September 30, 2012					December 31, 2011
	Gross Carrying Amount		Accumulated Amortization			Gross Carrying Amount		Accumulated Amortization
Amortized intangible assets:
Customer lists and relationships	$	170,971	$	(43,426	)	$	172,724	$	(36,028	)
Acquired technology		98,262		(58,147	)		99,383		(56,879	)
Trademarks		56,733		(12,335	)		53,510		(10,591	)
Other		11,523		(10,549	)		9,171		(6,141	)
Unamortized intangible assets:
Trademarks		123,415		—			123,735		—
Total other intangible assets	$	460,904	$	(124,457	)	$	458,523	$	(109,639	)

Amortization of intangible assets

Amortization of intangible assets for the three and nine-month periods ended September 30, 2012 and 2011 was as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2012		2011		2012		2011
Intangible asset amortization expense	$	4,119	$	3,869	$	15,933	$	12,720

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Stock Based Compensation - Additional Information (Detail) (USD $) In Thousands, unless otherwise specified	9 Months Ended		3 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012 Forfeiture
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense due to the forfeiture of non-vested stock option awards and restricted share awards	$ 4,164	$ 5,320	$ (1,500)

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Schedule of Gross Carrying Amount and Accumulated Amortization of Identifiable Intangible Assets Other Than Goodwill (Detail) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2012	Dec. 31, 2011
Identifiable Intangible Assets [Line Items]
Total other intangible assets, Gross Carrying Amount	$ 460,904	$ 458,523
Amortized intangible assets, Accumulated Amortization	(124,457)	(109,639)
Customer Lists and Relationships
Identifiable Intangible Assets [Line Items]
Amortized intangible assets, Gross Carrying Amount	170,971	172,724
Amortized intangible assets, Accumulated Amortization	(43,426)	(36,028)
Acquired Technology
Identifiable Intangible Assets [Line Items]
Amortized intangible assets, Gross Carrying Amount	98,262	99,383
Amortized intangible assets, Accumulated Amortization	(58,147)	(56,879)
Trademarks
Identifiable Intangible Assets [Line Items]
Amortized intangible assets, Gross Carrying Amount	56,733	53,510
Amortized intangible assets, Accumulated Amortization	(12,335)	(10,591)
Unamortized intangible assets, Gross Carrying Amount	123,415	123,735
Unamortized intangible assets, Accumulated Amortization
Other Intangible Assets
Identifiable Intangible Assets [Line Items]
Amortized intangible assets, Gross Carrying Amount	11,523	9,171
Amortized intangible assets, Accumulated Amortization	$ (10,549)	$ (6,141)

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Schedule of Restructuring Charges by Reportable Segment (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended				9 Months Ended				12 Months Ended		33 Months Ended
	Sep. 30, 2012		Sep. 30, 2011		Sep. 30, 2012		Sep. 30, 2011		Dec. 31, 2011	Dec. 31, 2010	Sep. 30, 2012
Restructuring Cost and Reserve [Line Items]
Restructuring charges (credits)	$ 1,460	[1]	$ 2,625	[1]	$ 15,805	[1]	$ 6,588	[1]	$ 8,584	$ 2,196	$ 26,585
Industrial Products Group
Restructuring Cost and Reserve [Line Items]
Restructuring charges (credits)					12,593				6,621	3,687	22,901
Engineered Products Group
Restructuring Cost and Reserve [Line Items]
Restructuring charges (credits)					$ 3,212				$ 1,963	$ (1,491)	$ 3,684

[1] See Note 3 "Restructuring."

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Other Information about Stock Options (Detail) (Employee Stock Option, USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011
Employee Stock Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted-average estimated grant-date fair value of employee stock options granted (per share)	$ 16.08		$ 25.38
Total pre-tax intrinsic value of stock options exercised	$ 3,871	$ 1,306	$ 6,360	$ 8,741
Pre-tax unrecognized compensation expense, net of estimated forfeitures as of September 30, 2012	$ 4,073		$ 4,073
Weighted-average period (in years) to be recognized as expense			2 years

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Summary of Financial Information by Reportable Segment (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended				9 Months Ended
	Sep. 30, 2012		Sep. 30, 2011		Sep. 30, 2012		Sep. 30, 2011
Segment Reporting Information [Line Items]
Revenues	$ 548,484		$ 614,682		$ 1,765,854		$ 1,757,228
Operating income	89,052		106,580		276,879		292,575
Interest expense	3,739		2,898		11,540		12,179
Other expense (income), net	(1,252)		(138)		(2,832)		(821)
Consolidated income before income taxes	86,565		103,820		268,171		281,217
Industrial Products Group
Segment Reporting Information [Line Items]
Revenues	311,767		320,171		967,316		934,227
Operating income	39,402	[1]	38,607	[1]	95,765	[1]	103,734	[1]
Operating income as a percentage of revenues	12.60%		12.10%		9.90%		11.10%
Engineered Products Group
Segment Reporting Information [Line Items]
Revenues	236,717		294,511		798,538		823,001
Operating income	$ 49,650	[1]	$ 67,973	[1]	$ 181,114	[1]	$ 188,841	[1]
Operating income as a percentage of revenues	21.00%		23.10%		22.70%		22.90%

[1] See Note 3 "Restructuring."

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Gains and Losses on Forward Currency Contracts Outstanding and Total Net Foreign Currency Gains and Losses (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended				9 Months Ended
	Sep. 30, 2012		Sep. 30, 2011		Sep. 30, 2012		Sep. 30, 2011
Schedule of Foreign Currency Balance [Line Items]
Foreign currency forward contracts gains	$ 738		$ 2,747		$ 684		$ 742
Total net foreign currency gains	$ (94)	[1]	$ (25)	[1]	$ (1,245)	[1]	$ (2,614)	[1]

[1] See Note 13 "Supplemental Information"

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Schedule of Debt and Capital Lease Obligations (Detail) In Thousands, unless otherwise specified	Sep. 30, 2012 USD ($)	Dec. 31, 2011 USD ($)	Sep. 30, 2012 Credit Line, Due 2013 USD ($)		Dec. 31, 2011 Credit Line, Due 2013 USD ($)		Sep. 30, 2012 Term Loan, Denominated In U.S. Dollars, Due 2013 USD ($)		Dec. 31, 2011 Term Loan, Denominated In U.S. Dollars, Due 2013 USD ($)		Sep. 30, 2012 Term Loan, Denominated In Euros ("EUR"), Due 2013 USD ($)		Dec. 31, 2011 Term Loan, Denominated In Euros ("EUR"), Due 2013 USD ($)		Sep. 30, 2012 Secured Mortgages USD ($)		Sep. 30, 2012 Secured Mortgages EUR (€)	Dec. 31, 2011 Secured Mortgages USD ($)		Sep. 30, 2012 Capitalized Leases And Other Long-Term Debt USD ($)	Dec. 31, 2011 Capitalized Leases And Other Long-Term Debt USD ($)
Debt Instrument [Line Items]
Short-term borrowings	$ 473	$ 2,392
Total long-term debt, including current maturities	439,546	401,433	157,000	[1]	72,000	[1]	231,154	[2]	260,000	[2]	38,615	[3]	50,596	[3]	6,160	[4]	4,791	6,504	[4]	6,617	12,333
Current maturities of long-term debt	107,782	75,300
Total long-term debt, less current maturities	$ 331,764	$ 326,133

[1] The loans under this facility may be denominated in USD or several foreign currencies. The interest rates under the facility are based on prime, federal funds and/or the London Interbank offer rate ("LIBOR") for the applicable currency. At September 30, 2012, the applicable rate was 1.8%, and the weighted-average rate was 1.9% for the nine-month period ended September 30, 2012.

[2] The interest rate for this loan varies with prime, federal funds and/or LIBOR. At September 30, 2012, the applicable rate was 1.8%, and the weighted-average rate was 1.9% for the nine-month period ended September 30, 2012.

[3] The interest rate for this loan varies with LIBOR. At September 30, 2012, this rate was 2.1%, and the weighted-average rate was 2.3% for the nine-month period ended September 30, 2012.

[4] This amount consists of two fixed-rate commercial loans with an outstanding balance of €4,791 at September 30, 2012. The loans are secured by the Company's facility in Bad Neustadt, Germany.

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Restructuring

9 Months Ended

Sep. 30, 2012

Restructuring

Note 3. Restructuring

The Company initiated restructuring plans in 2010 and prior years due to the decline in demand for its products associated with the global economic crisis and to improve the Company’s operating margins. Execution of these plans was substantially completed during 2010. In 2011, the Company recorded approximately $8.6 million in charges associated with further streamlining of manufacturing operations and other cost reduction initiatives. In addition, the 2011 charges included costs associated with the establishment of a centralized European shared service center in the Czech Republic. The Company has substantially completed the restructuring actions commenced in 2011 as of September 30, 2012. The Company recorded charges related to 2011 plans of $33 and $1.1 million in the three and nine-month periods ended September 30, 2012, respectively.

In addition, in 2012 the Company launched a broader restructuring program designed to optimize the Company’s global manufacturing footprint, better serve customers and expand margins. The initial phase of the global restructuring effort was commenced in the first quarter of 2012. These restructuring actions were primarily focused on the European and North American operations included in the Industrial Products Group reportable segment. These actions, once completed, will reduce the Company’s global headcount by approximately 7%. In addition, the Company will close four production facilities, including two facilities in the U.S. and one each in Sweden and the UK. The Company recorded charges related to the initial phase of the restructuring plans of $1.4 million and $14.7 million in the three and nine-month periods ended September 30, 2012, respectively. The Company expects to complete the specific steps contemplated by this initial phase by the end of 2014 and to incur related additional charges of approximately $9.4 million.

On August 16, 2012, the Company announced the launch of phase two of the restructuring program. Phase two involves further reductions in the number of manufacturing facilities and associated headcount. Phase two of the program is subject to required consultations with local stakeholders, including employee representatives, and will continue until the end of 2015.

The Company expects to incur severance and other employment related benefit costs in the range of $60 to $65 million and other costs in the range of $15 to $20 million for phase one and phase two of the restructuring program. Non-cash charges, primarily related to fixed assets, are expected to be in the range of $10 to $15 million.

Charges recorded in connection with the restructuring plans are included in “Other operating expense, net” in the Condensed Consolidated Statements of Operations, and are summarized for the fiscal years ended December 31, 2010 and 2011 and the nine-month period ended September 30, 2012 by reportable segment as follows:

	Industrial Products Group		Engineered Products Group			Total
Fiscal year 2010	$	3,687	$	(1,491	)	$	2,196
Fiscal year 2011		6,621		1,963			8,584
Nine-month period ended September 30, 2012		12,593		3,212			15,805
Total	$	22,901	$	3,684		$	26,585

The following table summarizes the activity in the restructuring accrual accounts for the nine-month period ended September 30, 2012:

	Termination Benefits			Other			Total
Balance as of December 31, 2011	$	3,188		$	1,294		$	4,482
Charged to expense		13,814			1,991			15,805
Payments		(8,340	)		(2,469	)		(10,809	)
Other, net		(459	)		162			(297	)
Balance as of September 30, 2012	$	8,203		$	978		$	9,181

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Gains and Losses Net of Income Tax Associated with Changes in Fair Value of Euro Term Loan and Net Balance of Such Gains and Losses Included in Accumulated Other Comprehensive Income (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011
Derivative Instruments and Hedging Activities Disclosure [Line Items]
Gain (loss), net of income tax, recorded through other comprehensive income	$ (403)	$ 1,955	$ 183	$ 1,638
Balance included in accumulated other comprehensive income at September 30, 2012	$ (2,167)	$ (3,495)	$ (2,167)	$ (3,495)

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Amortization of Intangible Assets (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011
Schedule of Actual and Estimated Amortization Expense [Line Items]
Intangible asset amortization expense	$ 4,119	$ 3,869	$ 15,933	$ 12,720

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Stock-Based Compensation (Tables)

9 Months Ended

Sep. 30, 2012

Summary of Total Stock Based Compensation Expense Included in Condensed Consolidated Statements of Operations and Related Tax Benefits

The following table summarizes the total stock-based compensation expense included in the Condensed Consolidated Statements of Operations and the related tax benefits for the three and nine-month periods ended September 30, 2012 and 2011. Stock-based compensation expenses are presented in “Selling and administrative expenses” in the Condensed Consolidated Statements of Operations.

	Three Months Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
Total stock-based compensation expense	$	33		$	1,058		$	4,164		$	5,320
Income tax benefit		(103	)		(279	)		(1,435	)		(1,511	)

Schedule of Stock Option Activity

A summary of the Company’s stock option activity for the nine-month period ended September 30, 2012 is presented in the following table (underlying shares in thousands):

	Shares			Outstanding Weighted- Average Exercise Price (per share)		Aggregate Intrinsic Value		Weighted- Average Remaining Contractual Life
Outstanding at December 31, 2011		746		$	43.47
Granted		217		$	70.47
Exercised		(195	)	$	30.85
Forfeited		(95	)	$	66.44
Expired or canceled		(4	)	$	71.85
Outstanding at September 30, 2012		669		$	52.46	$	9,215		4.2 years
Exercisable at September 30, 2012		381		$	40.94	$	8,465		3.0 years

Other Information About Company's Stock Options

The following table presents certain other information about the Company’s stock options:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2012		2011		2012		2011
Weighted-average estimated grant-date fair value of employee stock options granted (per share)	$	16.08			$	25.38
Total pre-tax intrinsic value of stock options exercised	$	3,871	$	1,306	$	6,360	$	8,741
Pre-tax unrecognized compensation expense, net of estimated forfeitures as of September 30, 2012					$	4,073
Weighted-average period (in years) to be recognized as expense						2.0

Schedule of Weighted-Average Valuation Assumptions

The weighted-average assumptions used for the periods indicated are noted in the table below:

	Three Months  Ended September 30,						Nine Months  Ended September 30,
	2012			2011			2012			2011
Assumptions:
Risk-free interest rate		0.5	%		1.3	%		0.7	%		1.9	%
Dividend yield		0.4	%		0.2	%		0.3	%		0.3	%
Volatility factor		40			45			46			44
Expected life (in years)		3.5			3.8			4.0			4.3

Schedule of Restricted Share Award Activity

A summary of the Company’s restricted share award activity for the nine-month period ended September 30, 2012 is presented in the following table (underlying shares in thousands):

	Shares			Weighted- Average  Grant- Date Fair Value (per share)
Nonvested at December 31, 2011		148		$	48.59
Granted		88		$	66.59
Vested		(59	)	$	26.74
Forfeited		(62	)	$	65.02
Nonvested at September 30, 2012		115		$	64.58

Other Information About Company's Restricted Share Awards

The following table presents certain other information about the Company’s restricted share awards:

	Nine Months  Ended September 30,
	2012		2011
Total fair value of awards vested during the period	$	3,826	$	3,828
Pre-tax unrecognized compensation expense, net of estimated forfeitures as of September 30, 2012	$	3,845
Weighted-average period (in years) to be recognized as expense		1.8

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Debt (Tables)

9 Months Ended

Sep. 30, 2012

Schedule of Debt and Capital Lease Obligations

The Company’s debt at September 30, 2012 and December 31, 2011 is summarized as follows:

	September 30, 2012		December 31, 2011
Short-term borrowings	$	473	$	2,392
Long-term debt:
Credit Line, due 2013 (1)	$	157,000	$	72,000
Term Loan, denominated in U.S. dollars (“USD”), due 2013 (2)		231,154		260,000
Term Loan, denominated in Euros (“EUR”), due 2013 (3)		38,615		50,596
Secured Mortgages (4)		6,160		6,504
Capitalized leases and other long-term debt		6,617		12,333
Total long-term debt, including current maturities		439,546		401,433
Current maturities of long-term debt		107,782		75,300
Total long-term debt, less current maturities	$	331,764	$	326,133

(1) The loans under this facility may be denominated in USD or several foreign currencies. The interest rates under the facility are based on prime, federal funds and/or the London Interbank offer rate (“LIBOR”) for the applicable currency. At September 30, 2012, the applicable rate was 1.8%, and the weighted-average rate was 1.9% for the nine-month period ended September 30, 2012.

(2) The interest rate for this loan varies with prime, federal funds and/or LIBOR. At September 30, 2012, the applicable rate was 1.8%, and the weighted-average rate was 1.9% for the nine-month period ended September 30, 2012.

(3) The interest rate for this loan varies with LIBOR. At September 30, 2012, this rate was 2.1%, and the weighted-average rate was 2.3% for the nine-month period ended September 30, 2012.

(4) This amount consists of two fixed-rate commercial loans with an outstanding balance of €4,791 at September 30, 2012. The loans are secured by the Company’s facility in Bad Neustadt, Germany.

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Stockholders Equity and Earnings Per Share - Additional Information (Detail) In Millions, unless otherwise specified	1 Months Ended							6 Months Ended
	Apr. 20, 2011 USD ($)	Apr. 20, 2011 CNY	Nov. 30, 2008	Apr. 20, 2011 Shanghai Comp Air Compressor Company Limited	Apr. 20, 2011 Shanghai Comp Air Dalong High Pressure Equipment Company Limited	Sep. 30, 2012 2012 Stock Repurchase Program	May 31, 2012 2012 Stock Repurchase Program	Jun. 30, 2012 2011 Stock Repurchase Program USD ($)	Nov. 30, 2011 2011 Stock Repurchase Program
Stockholders' Equity And Earnings Per Share [Line Items]
Share repurchase, authorized			3.0				1.6		1.3
Stock repurchased during period, shares								1.8
Stock repurchased during period, value								$ 114.0
Remaining shares available for purchase						1.6
Number of joint ventures in China	2	2
Acquisition of the equity interests in entities				49.00%	40.00%
Purchase price	18.8	122.0
Reduction in stockholders' equity attributable to Gardner Denver	$ 8.8

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Schedule of Accrued Liabilities (Detail) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2012	Jun. 30, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Dec. 31, 2010
Schedule of Accrued Liabilities [Line Items]
Salaries, wages and related fringe benefits	$ 59,316		$ 59,080
Taxes	24,525		34,891
Advance payments on sales contracts	50,599		40,689
Product warranties	24,693	24,606	22,939	23,006	23,531	19,100
Other	51,768		55,949
Total accrued liabilities	$ 210,901		$ 213,548

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Stockholders' Equity and Earnings Per Share (Tables)

9 Months Ended

Sep. 30, 2012

Schedule Of Calculation Of Basic And Diluted Earnings Per Common Share

The following table details the calculation of basic and diluted earnings per common share and antidilutive equity-based awards outstanding not included in the computation of diluted earnings per common share for the three and nine-month periods ended September 30, 2012 and 2011 (shares in thousands):

	Three Months Ended September 30,				Nine Months Ended September 30,
	2012		2011		2012		2011
Net income attributable to Gardner Denver	$	64,103	$	73,583	$	194,202	$	200,182
Weighted average shares of common stock outstanding:
Basic		49,038		51,601		49,752		52,028
Effect of stock-based compensation awards		193		367		237		400
Diluted		49,231		51,968		49,989		52,428
Earnings Per Share:
Basic	$	1.31	$	1.43	$	3.90	$	3.85
Diluted	$	1.30	$	1.42	$	3.88	$	3.82
Antidilutive equity-based awards outstanding		331		142		324		116

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Hedging Activities and Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2012

Schedule Of Notional Amounts, Fair Values And Classification Of The Company's Outstanding Derivatives By Risk Category And Instrument Type

The following tables summarize the notional amounts, fair values and classification of the Company’s outstanding derivatives by risk category and instrument type within the Condensed Consolidated Balance Sheets:

	September 30, 2012
	Balance Sheet Location	Notional Amount (1)		Asset Derivatives Fair Value (1)		Liability Derivatives Fair Value (1)
Derivatives designated as hedging instruments
Interest rate swap contracts	Other liabilities	$	200,000	$	—	$	728
Derivatives not designated as hedging instruments
Foreign currency forwards	Other current assets	$	35,221	$	652	$	—
Foreign currency forwards	Accrued liabilities	$	14,035	$	8	$	238

	December 31, 2011
	Balance Sheet Location	Notional Amount (1)		Asset Derivatives Fair Value (1)		Liability Derivatives Fair Value (1)
Derivatives designated as hedging instruments
Interest rate swap contracts	Other liabilities	$	75,920	$	—	$	855
Derivatives not designated as hedging instruments
Foreign currency forwards	Other current assets	$	14,138	$	43	$	—
Foreign currency forwards	Accrued liabilities	$	228,338	$	150	$	2,029

(1) Notional amounts represent the gross contract amounts of the outstanding derivatives excluding the total notional amount of positions that have been effectively closed through offsetting positions. The net gains and net losses associated with positions that have been effectively closed through offsetting positions but not yet settled are included in the asset and liability derivatives fair value columns, respectively.

Schedule Of Gains And Losses On Derivatives Designated As Cash Flow Hedges

Gains and losses on derivatives designated as cash flow hedges included in the Condensed Consolidated Statements of Operations for the three and nine-month periods ended September 30, 2012 and 2011, respectively, are as presented in the table below:

	Three Months  Ended September 30,						Nine Months  Ended September 30,
	2012			2011			2012			2011
Interest rate swap contracts (1)
Gain or (loss) recognized in AOCI on derivatives (effective portion)	$	(356	)	$	(174	)	$	(600	)	$	(344	)
Gain or (loss) reclassified from AOCI into income (effective portion)		(170	)		(257	)		(702	)		(808	)
Gain or (loss) recognized in income on derivatives (ineffective portion and amount excluded from effectiveness testing)		(1	)		(2	)		—			(3	)

(1) Losses on derivatives reclassified from accumulated other comprehensive income (“AOCI”) into income (effective portion) were included in “Interest expense” in the Condensed Consolidated Statements of Operations.

Gains and Losses on Forward Currency Contracts Outstanding and Total Net Foreign Currency Gains and Losses

The Company’s gains and (losses) on forward currency contracts outstanding and total net foreign currency gains and (losses) for the three and nine-month periods ended September 30, 2012 and 2011 were as follows:

	Three Months  Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
Foreign currency forward contracts gains	$	738		$	2,747		$	684		$	742
Total net foreign currency gains(1)		(94	)		(25	)		(1,245	)		(2,614	)

(1) See Note 13 “Supplemental Information”

Gains and Losses Net of Income Tax Associated with Changes in Fair Value of Euro Term Loan and Net Balance of Such Gains and Losses Included in Accumulated Other Comprehensive Income

The Company’s gains and (losses), net of income tax, associated with changes in the fair value of this debt for the three and nine-month periods ended September 30, 2012 and 2011, and the net balance of such gains and (losses) included in accumulated other comprehensive income at September 30, 2012 and 2011 were as follows:

	Three Months  Ended September 30,					Nine Months Ended September 30,
	2012			2011		2012			2011
Gain (loss), net of income tax, recorded through other comprehensive income	$	(403	)	$	1,955	$	183		$	1,638
Balance included in accumulated other comprehensive income at September 30, 2012							(2,167	)		(3,495	)

Summary Of Fair Value Hierarchy For Financial Assets And Liabilities Measured At Fair Value On A Recurring Basis

The following table summarizes the Company’s financial assets and liabilities measured at fair value on a recurring basis as of September 30, 2012:

	Level 1		Level 2		Level 3		Total
Financial Assets
Foreign currency forwards (1)	$	—	$	660	$	—	$	660
Trading securities held in deferred compensation plan (2)		8,755		—		—		8,755
Total	$	8,755	$	660	$	—	$	9,415
Financial Liabilities
Foreign currency forwards (1)	$	—	$	238	$	—	$	238
Interest rate swaps (3)		—		728		—		728
Phantom stock plan (4)		—		4,569		—		4,569
Deferred compensation plan (5)		8,755		—		—		8,755
Total	$	8,755	$	5,535	$	—	$	14,290

(1) Based on internally-developed models that use as their basis readily observable market parameters such as current spot and forward rates, and the LIBOR index.

(2) Based on the observable price of publicly traded mutual funds which are classified as trading securities and accounted for using the mark-to-market method.

(3) Measured as the present value of all expected future cash flows based on the LIBOR-based swap yield curve as of September 30, 2012. The present value calculation uses discount rates that have been adjusted to reflect the credit quality of the Company and its counterparties.

(4) Based on the price of the Company’s common stock.

(5) Based on the fair value of the investments in the deferred compensation plan.

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Business Combinations

9 Months Ended

Sep. 30, 2012

Business Combinations

Note 2. Business Combinations

On December 15, 2011, the Company acquired Robuschi S.p.A. (“Robuschi”), a leading European producer of blowers, pumps and compressor packages. These products are used in a wide variety of end markets including wastewater treatment, mining, and power generation, as well as general industrial applications. The Company acquired all outstanding shares and share equivalents of Robuschi for total consideration of $200.8 million, which consisted of payments to shareholders of $151.5 million and the retirement of Robuschi external debt at closing of $49.3 million. The Company also assumed approximately $5.2 million of long-term debt in connection with the purchase. There are no contingent payments or commitments remaining related to this acquisition.

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Income Taxes (Tables)

9 Months Ended

Sep. 30, 2012

Summary Of Company's Income Tax Provision And Effective Income Tax Rate

The following table summarizes the Company’s income tax provision and effective income tax rate:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
Income before income taxes	$	86,565		$	103,820		$	268,171		$	281,217
Provision for income taxes	$	22,194		$	29,543		$	73,082		$	79,345
Effective income tax rate		25.6	%		28.5	%		27.3	%		28.2	%

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Schedule of Changes in Carrying Amount of Goodwill Attributable to Each Business Segment (Detail) (USD $) In Thousands, unless otherwise specified	9 Months Ended	12 Months Ended
	Sep. 30, 2012	Dec. 31, 2011
Goodwill [Line Items]
Beginning Balance	$ 676,582	$ 571,796
Adjustments	(634)
Acquisitions		112,221
Divestitures	(195)
Foreign currency translation	1,350	(7,435)
Ending Balance	677,103	676,582
Industrial Products Group
Goodwill [Line Items]
Beginning Balance	358,235	250,084
Adjustments	(634)
Acquisitions		112,221
Divestitures	(195)
Foreign currency translation	482	(4,070)
Ending Balance	357,888	358,235
Engineered Products Group
Goodwill [Line Items]
Beginning Balance	318,347	321,712
Foreign currency translation	868	(3,365)
Ending Balance	$ 319,215	$ 318,347

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Schedule of Weighted Average Valuation Assumptions (Detail)	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011
Share based Compensation Arrangement by Share based Payment Award, Fair Value Assumptions, Method Used [Line Items]
Risk-free interest rate	0.50%	1.30%	0.70%	1.90%
Dividend yield	0.40%	0.20%	0.30%	0.30%
Volatility factor	40.00%	45.00%	46.00%	44.00%
Expected life (in years)	3 years 6 months	3 years 9 months 18 days	4 years	4 years 3 months 18 days

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CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011
Revenues	$ 548,484	$ 614,682	$ 1,765,854	$ 1,757,228
Cost of sales	360,562	409,197	1,163,495	1,157,019
Gross profit	187,922	205,485	602,359	600,209
Selling and administrative expenses	95,293	94,179	304,321	295,209
Other operating expense, net	3,577	4,726	21,159	12,425
Operating income	89,052	106,580	276,879	292,575
Interest expense	3,739	2,898	11,540	12,179
Other expense (income), net	(1,252)	(138)	(2,832)	(821)
Income before income taxes	86,565	103,820	268,171	281,217
Provision for income taxes	22,194	29,543	73,082	79,345
Net income	64,371	74,277	195,089	201,872
Less: Net income attributable to noncontrolling interests	268	694	887	1,690
Net income attributable to Gardner Denver	$ 64,103	$ 73,583	$ 194,202	$ 200,182
Net earnings per share attributable to Gardner Denver common stockholders
Basic earnings per share	$ 1.31	$ 1.43	$ 3.90	$ 3.85
Diluted earnings per share	$ 1.30	$ 1.42	$ 3.88	$ 3.82
Cash dividends declared per common share	$ 0.05	$ 0.05	$ 0.15	$ 0.15

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Reconciliation of Changes in Accrued Product Warranty Liability (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011
Product Warranty Liability [Line Items]
Balance at beginning of period	$ 24,606	$ 23,531	$ 22,939	$ 19,100
Product warranty accruals	4,416	6,487	16,999	21,453
Settlements	(4,595)	(6,242)	(15,307)	(17,514)
Effect of foreign currency translation	266	(770)	62	(33)
Balance at end of period	$ 24,693	$ 23,006	$ 24,693	$ 23,006

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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011
Cash Flows From Operating Activities
Net income	$ 195,089	$ 201,872
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	48,855	45,073
Foreign currency transaction loss, net	1,245	2,614
Net loss on asset dispositions	1,206	1,524
Stock issued for employee benefit plans	677	924
Stock-based compensation expense	4,164	5,320
Excess tax benefits from stock-based compensation	(2,345)	(2,537)
Deferred income taxes	(6,239)	(2,647)
Changes in assets and liabilities:
Receivables	27,090	(91,265)
Inventories	(41,274)	(42,116)
Accounts payable and accrued liabilities	(19,709)	105,836
Other assets and liabilities, net	(6,373)	(13,082)
Net cash provided by operating activities	202,386	211,516
Cash Flows From Investing Activities
Capital expenditures	(37,036)	(38,491)
Disposals of property, plant and equipment	8,075	2,439
Net cash paid in business combinations		(2,326)
Net cash used in investing activities	(28,961)	(38,378)
Cash Flows From Financing Activities
Principal payments on short-term borrowings	(6,125)	(15,063)
Proceeds from short-term borrowings	4,144	10,264
Principal payments on long-term debt	(166,501)	(241,084)
Proceeds from long-term debt	205,028	214,585
Proceeds from stock option exercises	6,011	5,658
Excess tax benefits from stock-based compensation	2,345	2,537
Purchase of treasury stock	(115,207)	(132,578)
Cash dividends paid	(7,455)	(7,853)
Acquisition of noncontrolling interests		(18,806)
Other	(1,087)	(1,024)
Net cash used in financing activities	(78,847)	(183,364)
Effect of exchange rate changes on cash and cash equivalents	(904)	(2,859)
Net increase (decrease) in cash and cash equivalents	93,674	(13,085)
Cash and cash equivalents, beginning of year	155,259	157,029
Cash and cash equivalents, end of period	$ 248,933	$ 143,944

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Summary of Notional Amounts Fair Values and Classification of Outstanding Derivatives by Risk Category and Instrument Type (Detail) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2012		Dec. 31, 2011
Derivatives Designated As Hedging Instruments | Other Liabilities | Interest Rate Swap Contracts
Derivatives, Fair Value [Line Items]
Notional Amount	$ 200,000	[1]	$ 75,920	[1]
Liability Derivatives Fair Value	728	[1]	855	[1]
Derivatives Not Designated As Hedging Instruments | Other Current Assets | Foreign Currency Forwards
Derivatives, Fair Value [Line Items]
Notional Amount	35,221	[1]	14,138	[1]
Asset Derivatives Fair Value	652	[1]	43	[1]
Derivatives Not Designated As Hedging Instruments | Accrued Liabilities | Foreign Currency Forwards
Derivatives, Fair Value [Line Items]
Notional Amount	14,035	[1]	228,338	[1]
Asset Derivatives Fair Value	8	[1]	150	[1]
Liability Derivatives Fair Value	$ 238	[1]	$ 2,029	[1]

[1] Notional amounts represent the gross contract amounts of the outstanding derivatives excluding the total notional amount of positions that have been effectively closed through offsetting positions. The net gains and net losses associated with positions that have been effectively closed through offsetting positions but not yet settled are included in the asset and liability derivatives fair value columns, respectively.

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Business Combinations - Additional Information (Detail) (Robuschi S.P.A., USD $) In Millions, unless otherwise specified	Dec. 15, 2011
Robuschi S.P.A.
Business Acquisition [Line Items]
Total consideration	$ 200.8
Payments to shareholders	151.5
Retirement of external debt at closing	49.3
Long-term debt assumed, approximately	$ 5.2

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Supplemental Cash Flow Information (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended				9 Months Ended				12 Months Ended		33 Months Ended
	Sep. 30, 2012		Sep. 30, 2011		Sep. 30, 2012		Sep. 30, 2011		Dec. 31, 2011	Dec. 31, 2010	Sep. 30, 2012
Component of Operating Other Cost and Expense [Line Items]
Foreign currency losses, net	$ 94		$ 25		$ 1,245		$ 2,614
Restructuring charges, net	1,460	[1]	2,625	[1]	15,805	[1]	6,588	[1]	8,584	2,196	26,585
Other, net	2,023		2,076		4,109		3,223
Total other operating expense, net	3,577		4,726		21,159		12,425
Cash taxes paid					89,495		57,604
Interest paid					$ 9,635		$ 11,454

[1] See Note 3 "Restructuring."

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Summary of Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2012

Basis of Presentation

Basis of Presentation

The accompanying condensed consolidated financial statements include the accounts of Gardner Denver, Inc. and its majority-owned subsidiaries (collectively referred to herein as “Gardner Denver” or the “Company”). All intercompany transactions and accounts have been eliminated in consolidation.

The financial information presented as of any date other than December 31, 2011 has been prepared from the books and records of the Company without audit. The accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, the condensed consolidated financial statements include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of such financial statements.

The unaudited interim condensed consolidated financial statements should be read in conjunction with the complete consolidated financial statements and notes thereto included in Gardner Denver’s Annual Report on Form 10-K for the year ended December 31, 2011.

The results of operations for the three and nine-month periods ended September 30, 2012 are not necessarily indicative of the results to be expected for the full year. The balance sheet at December 31, 2011 has been derived from the audited financial statements as of that date but does not include all of the information and notes required by GAAP for complete financial statements.

Other than as specifically indicated in these “Notes to Condensed Consolidated Financial Statements” included in this Quarterly Report on Form 10-Q, the Company has not materially changed its significant accounting policies from those disclosed in its Annual Report on Form 10-K for the year ended December 31, 2011.

New Accounting Standards

New Accounting Standards

Recently Adopted Accounting Pronouncements

In June 2011, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2011-05, Comprehensive Income (Topic 220) – Presentation of Comprehensive Income (“ASU 2011-05”). This update requires that the components of net income, the components of other comprehensive income and the total of comprehensive income be presented as a single continuous financial statement or in two separate but consecutive statements. The option of presenting other comprehensive income in the statement of stockholders’ equity is eliminated. This update also requires the presentation on the face of the financial statements of reclassification adjustments for items that are reclassified from other comprehensive income to net income in the statements where the components of net income and the components of other comprehensive income are presented. In November 2011, the FASB issued ASU No. 2011-12, Comprehensive Income (Topic 220) — Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items Out of Accumulated Other Comprehensive Income in Accounting Standards Update No. 2011-05, which defers the effective date of presentation requirements included in ASU 2011-05 related to reclassification adjustments. In August 2012, the FASB issued a proposed ASU requiring only enhanced footnote disclosures related to reclassification adjustments. The comment period for the proposed ASU ended on October 15, 2012. These additional disclosure requirements may be effective for public entities for annual reporting periods ending after December 15, 2012, and for interim and annual reporting periods thereafter. ASU 2011-05 was effective for fiscal years, and interim periods within those years, beginning after December 15, 2011. A separate statement of comprehensive income has been included in the condensed consolidated financial statements as a result of the adoption of this update.

Recently Issued Accounting Pronouncements

In December 2011, the FASB issued ASU No. 2011-11, Balance Sheet (Topic 210) – Disclosures about Offsetting Assets and Liabilities (“ASU 2011-11”). This update requires the following new disclosures related to recognized financial instruments (and derivatives) subject to master netting arrangements or similar agreements: (i) the gross amounts of recognized financial assets and liabilities, (ii) the amounts offset under current GAAP, (iii) the net amounts presented in the balance sheet, (iv) the amounts subject to an enforceable master netting arrangement or similar agreement that were not included in (ii), and (v) the net amount representing the difference between (iii) and (iv). The update also requires qualitative disclosures related to counterparties, setoff rights, and terms of enforceable master netting arrangements and related agreements depending on their effect or potential effect on the entity’s financial position. The new disclosures will enable financial statement users to compare balance sheets prepared under GAAP and International Financial Reporting Standards (“IFRS”), which are subject to different offsetting models. ASU 2011-11 is effective for fiscal years, and interim periods within those years, beginning on or after January 1, 2013. The Company does not currently expect that the adoption of this update in the first quarter of 2013 will have a significant effect on its consolidated financial statements and related disclosures.

In July 2012, the FASB issued ASU No. 2012-02, Intangibles – Goodwill and Other (Topic 350) – Testing Indefinite-Lived Intangible Assets for Impairment (“ASU 2012-02”). This update amends existing guidance by giving an entity testing an indefinite-lived intangible asset for impairment the option to first assess qualitative factors to determine whether it is more likely than not that the fair value of an indefinite-lived intangible asset is less than its carrying amount. The more-likely-than-not threshold is defined as having a likelihood of more than 50 percent. If an entity determines that it is more likely than not that the fair value of an indefinite-lived intangible asset is less than its carrying amount, then the performance of the quantitative impairment test, as currently prescribed by ASC Topic 350, is required. ASU 2012-02 is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012, with early adoption permitted. The Company does not currently expect that the adoption of this update will have a significant effect on its consolidated financial statements and related disclosures.

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Restructuring - Additional Information (Detail) (USD $)	3 Months Ended				9 Months Ended				12 Months Ended		33 Months Ended
	Sep. 30, 2012		Sep. 30, 2011		Sep. 30, 2012		Sep. 30, 2011		Dec. 31, 2011	Dec. 31, 2010	Sep. 30, 2012
Restructuring Cost and Reserve [Line Items]
Restructuring charges (credits)	$ 1,460,000	[1]	$ 2,625,000	[1]	$ 15,805,000	[1]	$ 6,588,000	[1]	$ 8,584,000	$ 2,196,000	$ 26,585,000
Restructuring Fiscal 2011 Plan
Restructuring Cost and Reserve [Line Items]
Restructuring charges (credits)	33,000				1,100,000				8,600,000
Restructuring Fiscal 2012 Plan
Restructuring Cost and Reserve [Line Items]
Restructuring charges (credits)	1,400,000				14,700,000
Headcount reduction, percentage					7.00%
Number of production facilities closed	4				4						4
Restructuring Fiscal 2012 Plan | Facility Closing
Restructuring Cost and Reserve [Line Items]
Expected restructuring costs					9,400,000
Restructuring Fiscal 2012 Plan | Termination Benefits | Minimum
Restructuring Cost and Reserve [Line Items]
Expected restructuring costs					60,000,000
Restructuring Fiscal 2012 Plan | Termination Benefits | Maximum
Restructuring Cost and Reserve [Line Items]
Expected restructuring costs					65,000,000
Restructuring Fiscal 2012 Plan | Other | Minimum
Restructuring Cost and Reserve [Line Items]
Expected restructuring costs					15,000,000
Restructuring Fiscal 2012 Plan | Other | Maximum
Restructuring Cost and Reserve [Line Items]
Expected restructuring costs					20,000,000
Restructuring Fiscal 2012 Plan | Fixed Asset Impairment | Minimum
Restructuring Cost and Reserve [Line Items]
Expected restructuring costs					10,000,000
Restructuring Fiscal 2012 Plan | Fixed Asset Impairment | Maximum
Restructuring Cost and Reserve [Line Items]
Expected restructuring costs					$ 15,000,000
Restructuring Fiscal 2012 Plan | UNITED STATES
Restructuring Cost and Reserve [Line Items]
Number of production facilities closed	2				2						2
Restructuring Fiscal 2012 Plan | SWEDEN
Restructuring Cost and Reserve [Line Items]
Number of production facilities closed	1				1						1
Restructuring Fiscal 2012 Plan | UNITED KINGDOM
Restructuring Cost and Reserve [Line Items]
Number of production facilities closed	1				1						1

[1] See Note 3 "Restructuring."

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Inventories (Tables)

9 Months Ended

Sep. 30, 2012

Schedule of Inventories

Inventories as of September 30, 2012 and December 31, 2011 consisted of the following:

	September 30, 2012			December 31, 2011
Raw materials, including parts and subassemblies	$	248,103		$	202,542
Work-in-process		57,591			57,264
Finished goods		67,410			67,748
		373,104			327,554
Excess of FIFO costs over LIFO costs		(19,733	)		(15,875	)
Inventories, net	$	353,371		$	311,679

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Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2012

Summary of Significant Accounting Policies

Note 1. Summary of Significant Accounting Policies

Basis of Presentation

The accompanying condensed consolidated financial statements include the accounts of Gardner Denver, Inc. and its majority-owned subsidiaries (collectively referred to herein as “Gardner Denver” or the “Company”). All intercompany transactions and accounts have been eliminated in consolidation.

The financial information presented as of any date other than December 31, 2011 has been prepared from the books and records of the Company without audit. The accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, the condensed consolidated financial statements include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of such financial statements.

The unaudited interim condensed consolidated financial statements should be read in conjunction with the complete consolidated financial statements and notes thereto included in Gardner Denver’s Annual Report on Form 10-K for the year ended December 31, 2011.

The results of operations for the three and nine-month periods ended September 30, 2012 are not necessarily indicative of the results to be expected for the full year. The balance sheet at December 31, 2011 has been derived from the audited financial statements as of that date but does not include all of the information and notes required by GAAP for complete financial statements.

Other than as specifically indicated in these “Notes to Condensed Consolidated Financial Statements” included in this Quarterly Report on Form 10-Q, the Company has not materially changed its significant accounting policies from those disclosed in its Annual Report on Form 10-K for the year ended December 31, 2011.

New Accounting Standards

Recently Adopted Accounting Pronouncements

In June 2011, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2011-05, Comprehensive Income (Topic 220) – Presentation of Comprehensive Income (“ASU 2011-05”). This update requires that the components of net income, the components of other comprehensive income and the total of comprehensive income be presented as a single continuous financial statement or in two separate but consecutive statements. The option of presenting other comprehensive income in the statement of stockholders’ equity is eliminated. This update also requires the presentation on the face of the financial statements of reclassification adjustments for items that are reclassified from other comprehensive income to net income in the statements where the components of net income and the components of other comprehensive income are presented. In November 2011, the FASB issued ASU No. 2011-12, Comprehensive Income (Topic 220) — Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items Out of Accumulated Other Comprehensive Income in Accounting Standards Update No. 2011-05, which defers the effective date of presentation requirements included in ASU 2011-05 related to reclassification adjustments. In August 2012, the FASB issued a proposed ASU requiring only enhanced footnote disclosures related to reclassification adjustments. The comment period for the proposed ASU ended on October 15, 2012. These additional disclosure requirements may be effective for public entities for annual reporting periods ending after December 15, 2012, and for interim and annual reporting periods thereafter. ASU 2011-05 was effective for fiscal years, and interim periods within those years, beginning after December 15, 2011. A separate statement of comprehensive income has been included in the condensed consolidated financial statements as a result of the adoption of this update.

Recently Issued Accounting Pronouncements

In December 2011, the FASB issued ASU No. 2011-11, Balance Sheet (Topic 210) – Disclosures about Offsetting Assets and Liabilities (“ASU 2011-11”). This update requires the following new disclosures related to recognized financial instruments (and derivatives) subject to master netting arrangements or similar agreements: (i) the gross amounts of recognized financial assets and liabilities, (ii) the amounts offset under current GAAP, (iii) the net amounts presented in the balance sheet, (iv) the amounts subject to an enforceable master netting arrangement or similar agreement that were not included in (ii), and (v) the net amount representing the difference between (iii) and (iv). The update also requires qualitative disclosures related to counterparties, setoff rights, and terms of enforceable master netting arrangements and related agreements depending on their effect or potential effect on the entity’s financial position. The new disclosures will enable financial statement users to compare balance sheets prepared under GAAP and International Financial Reporting Standards (“IFRS”), which are subject to different offsetting models. ASU 2011-11 is effective for fiscal years, and interim periods within those years, beginning on or after January 1, 2013. The Company does not currently expect that the adoption of this update in the first quarter of 2013 will have a significant effect on its consolidated financial statements and related disclosures.

In July 2012, the FASB issued ASU No. 2012-02, Intangibles – Goodwill and Other (Topic 350) – Testing Indefinite-Lived Intangible Assets for Impairment (“ASU 2012-02”). This update amends existing guidance by giving an entity testing an indefinite-lived intangible asset for impairment the option to first assess qualitative factors to determine whether it is more likely than not that the fair value of an indefinite-lived intangible asset is less than its carrying amount. The more-likely-than-not threshold is defined as having a likelihood of more than 50 percent. If an entity determines that it is more likely than not that the fair value of an indefinite-lived intangible asset is less than its carrying amount, then the performance of the quantitative impairment test, as currently prescribed by ASC Topic 350, is required. ASU 2012-02 is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012, with early adoption permitted. The Company does not currently expect that the adoption of this update will have a significant effect on its consolidated financial statements and related disclosures.

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CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011
Comprehensive Income Attributable to Gardner Denver
Net income attributable to Gardner Denver	$ 64,103	$ 73,583	$ 194,202	$ 200,182
Other comprehensive (loss) income, net of tax
Foreign currency adjustments, net	20,823	(56,275)	3,465	(6,533)
Unrecognized gain (loss) on cash flow hedges, net	(114)	228	369	464
Pension and other postretirement benefits, net	(854)	310	(198)	(328)
Total other comprehensive (loss) income, net of tax	19,855	(55,737)	3,636	(6,397)
Comprehensive income attributable to Gardner Denver	83,958	17,846	197,838	193,785
Comprehensive Income Attributable to Noncontrolling Interests
Net income attributable to noncontrolling interests	268	694	887	1,690
Other comprehensive (loss) income, net of tax
Foreign currency translation adjustments, net	31	(392)	12	(4)
Total other comprehensive (loss) income, net of tax	31	(392)	12	(4)
Comprehensive income attributable to noncontrolling interests	299	302	899	1,686
Total Comprehensive Income	$ 84,257	$ 18,148	$ 198,737	$ 195,471

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Hedging Activities and Fair Value Measurements

9 Months Ended

Sep. 30, 2012

Hedging Activities and Fair Value Measurements

Note 11. Hedging Activities and Fair Value Measurements

Hedging Activities

The Company is exposed to certain market risks during the normal course of its business arising from adverse changes in commodity prices, interest rates, and foreign currency exchange rates. The Company’s exposure to these risks is managed through a combination of operating and financing activities. The Company selectively uses derivative financial instruments (“derivatives”), including foreign currency forward contracts and interest rate swaps, to manage the risks from fluctuations in foreign currency exchange rates and interest rates, respectively. The Company does not purchase or hold derivatives for trading or speculative purposes. Fluctuations in commodity prices, interest rates, and foreign currency exchange rates can be volatile, and the Company’s risk management activities do not totally eliminate these risks. Consequently, these fluctuations could have a significant effect on the Company’s financial results.

The Company’s exposure to interest rate risk results primarily from its borrowings of $440.0 million at September 30, 2012. The Company manages its debt centrally, considering tax consequences and its overall financing strategies. The Company manages its exposure to interest rate risk by maintaining a mixture of fixed and variable rate debt and, from time to time, uses pay-fixed interest rate swaps as cash flow hedges of variable rate debt in order to adjust the relative proportions.

A substantial portion of the Company’s operations is conducted by its subsidiaries outside of the U.S. in currencies other than the U.S. Dollar (“USD”). Almost all of the Company’s non-U.S. subsidiaries conduct their business primarily in their local currencies, which are also their functional currencies. The USD, Euro (“EUR”), British pound sterling (“GBP”), and Chinese Yuan (“CNY”) are the principal currencies in which the Company and its subsidiaries enter into transactions. The Company is exposed to the impacts of changes in foreign currency exchange rates on the translation of its non-U.S. subsidiaries’ assets, liabilities, and earnings into USD. The Company partially offsets these exposures by having certain of its non-U.S. subsidiaries act as the obligor on a portion of its borrowings and by denominating such borrowings, as well as a portion of the borrowings for which the Company is the obligor, in currencies other than the USD.

The Company and its subsidiaries are also subject to the risk that arises when they, from time to time, enter into transactions in currencies other than their functional currency. To mitigate this risk, the Company and its subsidiaries typically settle intercompany trading balances monthly. The Company also selectively uses forward currency contracts to manage this risk. These contracts for the sale or purchase of European and other currencies generally mature within one year.

The Company records its derivatives as assets or liabilities on the balance sheet at fair value. Changes in the fair value of derivatives are recognized either in net income or in other comprehensive income, depending on the designated purpose of the derivative. All cash flows associated with derivatives are classified as operating cash flows in the Condensed Consolidated Statements of Cash Flows.

Fluctuations due to changes in foreign currency exchange rates in the value of non-USD borrowings that have been designated as hedges of the Company’s net investment in foreign operations are included in other comprehensive income.

The following tables summarize the notional amounts, fair values and classification of the Company’s outstanding derivatives by risk category and instrument type within the Condensed Consolidated Balance Sheets:

	September 30, 2012
	Balance Sheet Location	Notional Amount (1)		Asset Derivatives Fair Value (1)		Liability Derivatives Fair Value (1)
Derivatives designated as hedging instruments
Interest rate swap contracts	Other liabilities	$	200,000	$	—	$	728
Derivatives not designated as hedging instruments
Foreign currency forwards	Other current assets	$	35,221	$	652	$	—
Foreign currency forwards	Accrued liabilities	$	14,035	$	8	$	238

	December 31, 2011
	Balance Sheet Location	Notional Amount (1)		Asset Derivatives Fair Value (1)		Liability Derivatives Fair Value (1)
Derivatives designated as hedging instruments
Interest rate swap contracts	Other liabilities	$	75,920	$	—	$	855
Derivatives not designated as hedging instruments
Foreign currency forwards	Other current assets	$	14,138	$	43	$	—
Foreign currency forwards	Accrued liabilities	$	228,338	$	150	$	2,029

(1) Notional amounts represent the gross contract amounts of the outstanding derivatives excluding the total notional amount of positions that have been effectively closed through offsetting positions. The net gains and net losses associated with positions that have been effectively closed through offsetting positions but not yet settled are included in the asset and liability derivatives fair value columns, respectively.

Gains and losses on derivatives designated as cash flow hedges included in the Condensed Consolidated Statements of Operations for the three and nine-month periods ended September 30, 2012 and 2011, respectively, are as presented in the table below:

	Three Months  Ended September 30,						Nine Months  Ended September 30,
	2012			2011			2012			2011
Interest rate swap contracts (1)
Gain or (loss) recognized in AOCI on derivatives (effective portion)	$	(356	)	$	(174	)	$	(600	)	$	(344	)
Gain or (loss) reclassified from AOCI into income (effective portion)		(170	)		(257	)		(702	)		(808	)
Gain or (loss) recognized in income on derivatives (ineffective portion and amount excluded from effectiveness testing)		(1	)		(2	)		—			(3	)

(1) Losses on derivatives reclassified from accumulated other comprehensive income (“AOCI”) into income (effective portion) were included in “Interest expense” in the Condensed Consolidated Statements of Operations.

At September 30, 2012, the Company is the fixed rate payor on seven interest rate swap contracts that effectively fix the LIBOR-based index used to determine the interest rates charged on a total of $200.0 million of the Company’s LIBOR-based variable rate borrowings. These contracts carry fixed rates ranging from 0.3% to 2.2% and will expire during 2013 and 2014. These swap agreements qualify as hedging instruments and have been designated as cash flow hedges of forecasted LIBOR-based interest payments. Based on LIBOR-based swap yield curves as of September 30, 2012, the Company expects to reclassify losses of $0.6 million out of AOCI into earnings during the next 12 months. The Company’s LIBOR-based variable rate borrowings outstanding at September 30, 2012 were $388.2 million and €30.0 million.

There were 21 foreign currency forward contracts outstanding as of September 30, 2012 with notional amounts ranging from $0.1 million to $16.8 million. The Company has not designated any forward contracts as hedging instruments. The majority of these contracts are used to hedge the change in fair value of recognized foreign currency denominated assets or liabilities caused by changes in foreign currency exchange rates. The changes in the fair value of these contracts generally offset the changes in the fair value of a corresponding amount of the hedged items, both of which are included in the “Other operating expense, net,” line on the face of the Condensed Consolidated Statements of Operations. The Company’s gains and (losses) on forward currency contracts outstanding and total net foreign currency gains and (losses) for the three and nine-month periods ended September 30, 2012 and 2011 were as follows:

	Three Months  Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
Foreign currency forward contracts gains	$	738		$	2,747		$	684		$	742
Total net foreign currency gains(1)		(94	)		(25	)		(1,245	)		(2,614	)

(1) See Note 13 “Supplemental Information”

As of September 30, 2012 and December 31, 2011, the Company had designated a portion of its Euro Term Loan of approximately €30.0 million and €37.6 million, respectively, as a hedge of the Company’s net investment in European subsidiaries with EUR functional currencies. Accordingly, changes in the fair value of this debt due to changes in the USD to EUR exchange rate have been recorded through other comprehensive income. The Company’s gains and (losses), net of income tax, associated with changes in the fair value of this debt for the three and nine-month periods ended September 30, 2012 and 2011, and the net balance of such gains and (losses) included in accumulated other comprehensive income at September 30, 2012 and 2011 were as follows:

	Three Months  Ended September 30,					Nine Months Ended September 30,
	2012			2011		2012			2011
Gain (loss), net of income tax, recorded through other comprehensive income	$	(403	)	$	1,955	$	183		$	1,638
Balance included in accumulated other comprehensive income at September 30, 2012							(2,167	)		(3,495	)

Fair Value Measurements

The Company’s financial instruments consist primarily of cash equivalents, trade receivables, trade payables, deferred compensation assets and obligations, derivatives and debt instruments. The book values of these instruments are a reasonable estimate of their respective fair values.

The following table summarizes the Company’s financial assets and liabilities measured at fair value on a recurring basis as of September 30, 2012:

	Level 1		Level 2		Level 3		Total
Financial Assets
Foreign currency forwards (1)	$	—	$	660	$	—	$	660
Trading securities held in deferred compensation plan (2)		8,755		—		—		8,755
Total	$	8,755	$	660	$	—	$	9,415
Financial Liabilities
Foreign currency forwards (1)	$	—	$	238	$	—	$	238
Interest rate swaps (3)		—		728		—		728
Phantom stock plan (4)		—		4,569		—		4,569
Deferred compensation plan (5)		8,755		—		—		8,755
Total	$	8,755	$	5,535	$	—	$	14,290

(1) Based on internally-developed models that use as their basis readily observable market parameters such as current spot and forward rates, and the LIBOR index.

(2) Based on the observable price of publicly traded mutual funds which are classified as trading securities and accounted for using the mark-to-market method.

(3) Measured as the present value of all expected future cash flows based on the LIBOR-based swap yield curve as of September 30, 2012. The present value calculation uses discount rates that have been adjusted to reflect the credit quality of the Company and its counterparties.

(4) Based on the price of the Company’s common stock.

(5) Based on the fair value of the investments in the deferred compensation plan.

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Document and Entity Information	9 Months Ended
	Sep. 30, 2012	Oct. 24, 2012
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2012
Document Fiscal Year Focus	2012
Document Fiscal Period Focus	Q3
Trading Symbol	GDI
Entity Registrant Name	GARDNER DENVER INC
Entity Central Index Key	0000916459
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		49,101,923

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Income Taxes

9 Months Ended

Sep. 30, 2012

Income Taxes

Note 12. Income Taxes

The following table summarizes the Company’s income tax provision and effective income tax rate:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
Income before income taxes	$	86,565		$	103,820		$	268,171		$	281,217
Provision for income taxes	$	22,194		$	29,543		$	73,082		$	79,345
Effective income tax rate		25.6	%		28.5	%		27.3	%		28.2	%

The decrease in the effective tax rate for the three-month period ended September 30, 2012 when compared to the same three-month period of 2011 is primarily due to the favorable impact of provision to return adjustments and a lower proportion of U.S. profits, which are generally taxed at a higher rate than the Company’s foreign earnings. These items were partially offset by an increase in non-deductible expenses.

The decrease in the effective tax rate for the nine-month period ended September 30, 2012 when compared to the same nine-month period of 2011 is primarily due to the favorable impact of provision to return adjustments and a non-U.S. tax law change.

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CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) In Thousands, unless otherwise specified	Sep. 30, 2012	Dec. 31, 2011
Current assets:
Cash and cash equivalents	$ 248,933	$ 155,259
Accounts receivable (net of allowance of $11,318 at September 30, 2012 and $11,485 at December 31, 2011)	451,132	477,505
Inventories, net	353,371	311,679
Deferred income taxes	36,211	35,948
Other current assets	27,448	35,343
Total current assets	1,117,095	1,015,734
Property, plant and equipment (net of accumulated depreciation of $381,446 at September 30, 2012 and $354,178 at December 31, 2011)	292,777	290,912
Goodwill	677,103	676,582
Other intangibles, net	336,447	348,884
Other assets	33,807	33,456
Total assets	2,457,229	2,365,568
Current liabilities:
Short-term borrowings and current maturities of long-term debt	108,255	77,692
Accounts payable	195,934	214,514
Accrued liabilities	210,901	213,548
Total current liabilities	515,090	505,754
Long-term debt, less current maturities	331,764	326,133
Postretirement benefits other than pensions	14,293	14,712
Deferred income taxes	72,858	76,761
Other liabilities	155,408	162,577
Total liabilities	1,089,413	1,085,937
Gardner Denver stockholders' equity:
Common stock, $0.01 par value; 100,000,000 shares authorized; 49,099,237 and 50,650,971 shares outstanding at September 30, 2012 and December 31, 2011, respectively	600	598
Capital in excess of par value	615,045	601,854
Retained earnings	1,159,634	972,867
Accumulated other comprehensive income	20,922	17,286
Treasury stock at cost; 10,928,282 and 9,122,204 shares at September 30, 2012 and December 31, 2011, respectively	(430,535)	(315,314)
Total Gardner Denver stockholders' equity	1,365,666	1,277,291
Noncontrolling interests	2,150	2,340
Total stockholders' equity	1,367,816	1,279,631
Total liabilities and stockholders' equity	$ 2,457,229	$ 2,365,568

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Accrued Liabilities

9 Months Ended

Sep. 30, 2012

Accrued Liabilities

Note 6. Accrued Liabilities

Accrued liabilities as of September 30, 2012 and December 31, 2011 consisted of the following:

	September 30, 2012		December 31, 2011
Salaries, wages and related fringe benefits	$	59,316	$	59,080
Taxes		24,525		34,891
Advance payments on sales contracts		50,599		40,689
Product warranties		24,693		22,939
Other		51,768		55,949
Total accrued liabilities	$	210,901	$	213,548

A reconciliation of the changes in the accrued product warranty liability for the three and nine-month periods ended September 30, 2012 and 2011 is as follows:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
Balance at beginning of period	$	24,606		$	23,531		$	22,939		$	19,100
Product warranty accruals		4,416			6,487			16,999			21,453
Settlements		(4,595	)		(6,242	)		(15,307	)		(17,514	)
Effect of foreign currency translation		266			(770	)		62			(33	)
Balance at end of period	$	24,693		$	23,006		$	24,693		$	23,006

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Goodwill and Other Intangible Assets

9 Months Ended

Sep. 30, 2012

Goodwill and Other Intangible Assets

Note 5. Goodwill and Other Intangible Assets

The changes in the carrying amount of goodwill attributable to each reportable segment for the nine-month period ended September 30, 2012, and the year ended December 31, 2011, are presented in the table below:

	Industrial Products Group			Engineered Products Group			Total
Balance as of December 31, 2010	$	250,084		$	321,712		$	571,796
Acquisitions		112,221			—			112,221
Foreign currency translation		(4,070	)		(3,365	)		(7,435	)
Balance as of December 31, 2011		358,235			318,347			676,582
Adjustments		(634	)		—			(634	)
Divestitures		(195	)		—			(195	)
Foreign currency translation		482			868			1,350
Balance as of September 30, 2012	$	357,888		$	319,215		$	677,103

The $112.2 million increase in goodwill attributed to acquisitions in 2011 was associated with the Robuschi acquisition.

The following table presents the gross carrying amount and accumulated amortization of identifiable intangible assets, other than goodwill, at the dates presented:

	September 30, 2012					December 31, 2011
	Gross Carrying Amount		Accumulated Amortization			Gross Carrying Amount		Accumulated Amortization
Amortized intangible assets:
Customer lists and relationships	$	170,971	$	(43,426	)	$	172,724	$	(36,028	)
Acquired technology		98,262		(58,147	)		99,383		(56,879	)
Trademarks		56,733		(12,335	)		53,510		(10,591	)
Other		11,523		(10,549	)		9,171		(6,141	)
Unamortized intangible assets:
Trademarks		123,415		—			123,735		—
Total other intangible assets	$	460,904	$	(124,457	)	$	458,523	$	(109,639	)

Amortization of intangible assets for the three and nine-month periods ended September 30, 2012 and 2011 was as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2012		2011		2012		2011
Intangible asset amortization expense	$	4,119	$	3,869	$	15,933	$	12,720

The increase in amortization expense in 2012 is primarily due to the amortization of intangible assets related to the Robuschi acquisition, including $3.4 million of amortization expense associated with customer backlog in the first quarter of 2012. Amortization of intangible assets as of September 30, 2012 is anticipated to be approximately $20.2 million in 2012 and $16.7 million annually in 2013 through 2016 based upon exchange rates as of September 30, 2012.

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Restructuring (Tables)

9 Months Ended

Sep. 30, 2012

Schedule Of Restructuring Charges By Reportable Segment

Charges recorded in connection with the restructuring plans are included in “Other operating expense, net” in the Condensed Consolidated Statements of Operations, and are summarized for the fiscal years ended December 31, 2010 and 2011 and the nine-month period ended September 30, 2012 by reportable segment as follows:

	Industrial Products Group		Engineered Products Group			Total
Fiscal year 2010	$	3,687	$	(1,491	)	$	2,196
Fiscal year 2011		6,621		1,963			8,584
Nine-month period ended September 30, 2012		12,593		3,212			15,805
Total	$	22,901	$	3,684		$	26,585

Summary Of The Activity In The Restructuring Accrual Accounts

The following table summarizes the activity in the restructuring accrual accounts for the nine-month period ended September 30, 2012:

	Termination Benefits			Other			Total
Balance as of December 31, 2011	$	3,188		$	1,294		$	4,482
Charged to expense		13,814			1,991			15,805
Payments		(8,340	)		(2,469	)		(10,809	)
Other, net		(459	)		162			(297	)
Balance as of September 30, 2012	$	8,203		$	978		$	9,181

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Supplemental Information

9 Months Ended

Sep. 30, 2012

Supplemental Information

Note 13. Supplemental Information

The components of “Other operating expense, net”, and supplemental cash flow information are as follows:

	Three Months  Ended September 30,				Nine Months Ended September 30,
	2012		2011		2012		2011
Other Operating Expense, Net
Foreign currency losses, net	$	94	$	25	$	1,245	$	2,614
Restructuring charges, net (1)		1,460		2,625		15,805		6,588
Other, net		2,023		2,076		4,109		3,223
Total other operating expense, net	$	3,577	$	4,726	$	21,159	$	12,425
Supplemental Cash Flow Information
Cash taxes paid					$	89,495	$	57,604
Interest paid						9,635		11,454

(1) See Note 3 “Restructuring.”

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Stock-Based Compensation

9 Months Ended

Sep. 30, 2012

Stock-Based Compensation

Note 9. Stock-Based Compensation

The following table summarizes the total stock-based compensation expense included in the Condensed Consolidated Statements of Operations and the related tax benefits for the three and nine-month periods ended September 30, 2012 and 2011. Stock-based compensation expenses are presented in “Selling and administrative expenses” in the Condensed Consolidated Statements of Operations.

	Three Months Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
Total stock-based compensation expense	$	33		$	1,058		$	4,164		$	5,320
Income tax benefit		(103	)		(279	)		(1,435	)		(1,511	)

Stock-based compensation expense for the three-month period ended September 30, 2012 includes the reversal of $1.5 million in stock-based compensation expense due to the forfeiture of non-vested stock option awards and restricted share awards in connection with the resignation of the Company’s former President and Chief Executive Officer, Barry L. Pennypacker, on July 13, 2012.

Stock Option Awards

A summary of the Company’s stock option activity for the nine-month period ended September 30, 2012 is presented in the following table (underlying shares in thousands):

	Shares			Outstanding Weighted- Average Exercise Price (per share)		Aggregate Intrinsic Value		Weighted- Average Remaining Contractual Life
Outstanding at December 31, 2011		746		$	43.47
Granted		217		$	70.47
Exercised		(195	)	$	30.85
Forfeited		(95	)	$	66.44
Expired or canceled		(4	)	$	71.85
Outstanding at September 30, 2012		669		$	52.46	$	9,215		4.2 years
Exercisable at September 30, 2012		381		$	40.94	$	8,465		3.0 years

The aggregate intrinsic value was calculated as the difference between the exercise price of the underlying stock options and the quoted closing price of the Company’s common stock at September 30, 2012 multiplied by the number of “in-the-money” stock options. The following table presents certain other information about the Company’s stock options:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2012		2011		2012		2011
Weighted-average estimated grant-date fair value of employee stock options granted (per share)	$	16.08			$	25.38
Total pre-tax intrinsic value of stock options exercised	$	3,871	$	1,306	$	6,360	$	8,741
Pre-tax unrecognized compensation expense, net of estimated forfeitures as of September 30, 2012					$	4,073
Weighted-average period (in years) to be recognized as expense						2.0

Valuation Assumptions

The fair value of each stock option grant under the Company’s Amended and Restated Long-Term Incentive Plan was estimated on the date of grant using the Black-Scholes option-pricing model. The weighted-average assumptions used for the periods indicated are noted in the table below:

	Three Months  Ended September 30,						Nine Months  Ended September 30,
	2012			2011			2012			2011
Assumptions:
Risk-free interest rate		0.5	%		1.3	%		0.7	%		1.9	%
Dividend yield		0.4	%		0.2	%		0.3	%		0.3	%
Volatility factor		40			45			46			44
Expected life (in years)		3.5			3.8			4.0			4.3

Restricted Share Awards

A summary of the Company’s restricted share award activity for the nine-month period ended September 30, 2012 is presented in the following table (underlying shares in thousands):

	Shares			Weighted- Average  Grant- Date Fair Value (per share)
Nonvested at December 31, 2011		148		$	48.59
Granted		88		$	66.59
Vested		(59	)	$	26.74
Forfeited		(62	)	$	65.02
Nonvested at September 30, 2012		115		$	64.58

The restricted shares granted in the nine-month period ended September 30, 2012 were valued at the market close price of the Company’s common stock on the date of grant. The following table presents certain other information about the Company’s restricted share awards:

	Nine Months  Ended September 30,
	2012		2011
Total fair value of awards vested during the period	$	3,826	$	3,828
Pre-tax unrecognized compensation expense, net of estimated forfeitures as of September 30, 2012	$	3,845
Weighted-average period (in years) to be recognized as expense		1.8

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Schedule of Gains and Losses on Derivatives Designated as Cash Flow Hedges (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended				9 Months Ended
	Sep. 30, 2012		Sep. 30, 2011		Sep. 30, 2012		Sep. 30, 2011
Derivative Instruments, Gain (Loss) [Line Items]
Gain or (loss) recognized in AOCI on derivatives (effective portion)	$ (356)	[1]	$ (174)	[1]	$ (600)	[1]	$ (344)	[1]
Gain or (loss) reclassified from AOCI into income (effective portion)	(170)	[1]	(257)	[1]	(702)	[1]	(808)	[1]
Gain or (loss) recognized in income on derivatives (ineffective portion and amount excluded from effectiveness testing)	$ (1)	[1]	$ (2)	[1]			$ (3)	[1]

[1] Losses on derivatives reclassified from accumulated other comprehensive income ("AOCI") into income (effective portion) were included in "Interest expense" in the Condensed Consolidated Statements of Operations.

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Pension and Other Postretirement Benefits

9 Months Ended

Sep. 30, 2012

Pension and Other Postretirement Benefits

Note 7. Pension and Other Postretirement Benefits

The following table summarizes the components of net periodic benefit cost for the Company’s defined benefit pension plans and other postretirement benefit plans recognized for the three and nine-month periods ended September 30, 2012 and 2011:

	Three Months Ended September 30,
	Pension Benefits												Other Postretirement Benefits
	U.S. Plans						Non-U.S. Plans
	2012			2011			2012			2011			2012			2011
Service cost	$	—		$	—		$	205		$	272		$	7		$	7
Interest cost		826			897			2,646			3,024			181			193
Expected return on plan assets		(1,074	)		(1,054	)		(2,569	)		(2,794	)		—			—
Recognition of:
Unrecognized prior service cost		—			—			9			10			(15	)		(15	)
Unrecognized net actuarial loss (gain)		475			308			309			221			(202	)		(318	)
Total net periodic benefit cost (income)	$	227		$	151		$	600		$	733		$	(29	)	$	(133	)

	Nine Months Ended September 30,
	Pension Benefits												Other Postretirement Benefits
	U.S. Plans						Non-U.S. Plans
	2012			2011			2012			2011			2012			2011
Service cost	$	—		$	—		$	777		$	810		$	21		$	22
Interest cost		2,478			2,691			7,994			9,060			544			579
Expected return on plan assets		(3,222	)		(3,162	)		(7,723	)		(8,380	)		—			—
Recognition of:
Unrecognized prior service cost		—			—			27			29			(45	)		(45	)
Unrecognized net actuarial loss (gain)		1,425			924			929			664			(606	)		(954	)
Total net periodic benefit cost (income)	$	681		$	453		$	2,004		$	2,183		$	(86	)	$	(398	)

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Debt

9 Months Ended

Sep. 30, 2012

Debt

Note 8. Debt

The Company’s debt at September 30, 2012 and December 31, 2011 is summarized as follows:

	September 30, 2012		December 31, 2011
Short-term borrowings	$	473	$	2,392
Long-term debt:
Credit Line, due 2013 (1)	$	157,000	$	72,000
Term Loan, denominated in U.S. dollars (“USD”), due 2013 (2)		231,154		260,000
Term Loan, denominated in Euros (“EUR”), due 2013 (3)		38,615		50,596
Secured Mortgages (4)		6,160		6,504
Capitalized leases and other long-term debt		6,617		12,333
Total long-term debt, including current maturities		439,546		401,433
Current maturities of long-term debt		107,782		75,300
Total long-term debt, less current maturities	$	331,764	$	326,133

(1) The loans under this facility may be denominated in USD or several foreign currencies. The interest rates under the facility are based on prime, federal funds and/or the London Interbank offer rate (“LIBOR”) for the applicable currency. At September 30, 2012, the applicable rate was 1.8%, and the weighted-average rate was 1.9% for the nine-month period ended September 30, 2012.

(2) The interest rate for this loan varies with prime, federal funds and/or LIBOR. At September 30, 2012, the applicable rate was 1.8%, and the weighted-average rate was 1.9% for the nine-month period ended September 30, 2012.

(3) The interest rate for this loan varies with LIBOR. At September 30, 2012, this rate was 2.1%, and the weighted-average rate was 2.3% for the nine-month period ended September 30, 2012.

(4) This amount consists of two fixed-rate commercial loans with an outstanding balance of €4,791 at September 30, 2012. The loans are secured by the Company’s facility in Bad Neustadt, Germany.

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Stockholders' Equity and Earnings Per Share

9 Months Ended

Sep. 30, 2012

Stockholders' Equity and Earnings Per Share

Note 10. Stockholders’ Equity and Earnings Per Share

In November 2008, the Company’s Board of Directors authorized a share repurchase program to acquire up to 3.0 million shares of the Company’s outstanding common stock. In November 2011, the Company’s Board of Directors authorized an additional share repurchase program to acquire up to 1.3 million shares of the Company’s outstanding common stock plus an additional amount of common stock to offset dilution resulting from grants under the Company’s equity compensation plans. During the six-month period ended June 30, 2012, the Company repurchased 1.8 million shares of the Company’s outstanding common stock at a total cost of $114.0 million. These repurchases exhausted the availability under the share repurchase programs announced in November 2008 and November 2011.

In May 2012, the Company’s Board of Directors authorized an additional share repurchase program to acquire up to 1.6 million shares of the Company’s outstanding common stock plus an additional amount of common shares to offset dilution resulting from grants under the Company’s equity compensation plans. As of September 30, 2012, there were 1.6 million shares available for repurchase under this program.

All common stock acquired under repurchase programs will be held as treasury stock and will be available for general corporate purposes.

The following table details the calculation of basic and diluted earnings per common share and antidilutive equity-based awards outstanding not included in the computation of diluted earnings per common share for the three and nine-month periods ended September 30, 2012 and 2011 (shares in thousands):

	Three Months Ended September 30,				Nine Months Ended September 30,
	2012		2011		2012		2011
Net income attributable to Gardner Denver	$	64,103	$	73,583	$	194,202	$	200,182
Weighted average shares of common stock outstanding:
Basic		49,038		51,601		49,752		52,028
Effect of stock-based compensation awards		193		367		237		400
Diluted		49,231		51,968		49,989		52,428
Earnings Per Share:
Basic	$	1.31	$	1.43	$	3.90	$	3.85
Diluted	$	1.30	$	1.42	$	3.88	$	3.82
Antidilutive equity-based awards outstanding		331		142		324		116

On April 20, 2011, the Company announced that it had reached an agreement with the minority shareholders of its two joint ventures in China, Shanghai CompAir Compressor Co. Ltd. and Shanghai CompAir-Dalong High Pressure Equipment Co. Ltd., to acquire all of their equity interests in these entities, representing 49 percent and 40 percent of the two entities, respectively. The purchase price of RMB 122.0 million ($18.8 million based on exchange rates at the date of payment) was placed by the Company into escrow with the Shanghai United Assets and Equity Exchange during the second quarter of 2011 pending finalization of certain Chinese governmental approvals. Requisite governmental approvals were received and transfer of the equity interests to the Company was completed during the third quarter of 2011. The share purchase was accounted for by the Company as an equity transaction. The cash payment was classified as a cash flow from financing activities in the consolidated statements of cash flows. The excess of the cash exchanged for the shares and the carrying value of the non-controlling interests was recorded as a charge to capital in excess of par value on the consolidated balance sheet and resulted in an $8.8 million reduction in stockholders’ equity attributable to Gardner Denver. The non-controlling interests associated with these two joint ventures were eliminated from the consolidated statements of operations and balance sheet as of the closing date.

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Summary of Companys Income Tax Provision and Effective Income Tax Rate (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011
Income Taxes [Line Items]
Income before income taxes	$ 86,565	$ 103,820	$ 268,171	$ 281,217
Provision for income taxes	$ 22,194	$ 29,543	$ 73,082	$ 79,345
Effective income tax rate	25.60%	28.50%	27.30%	28.20%

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Contingencies - Additional Information (Detail)	9 Months Ended
	Sep. 30, 2012
Loss Contingencies [Line Items]
Number of cleanups the Company is primary responsible party for	3
Minimum
Loss Contingencies [Line Items]
Number of parties named as defendants along with the company in asbestos or silica personal injury lawsuits	25

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Summary of Fair Value Hierarchy for Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) (USD $) In Thousands, unless otherwise specified	Sep. 30, 2012
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Financial Assets - Foreign currency forwards	$ 660	[1]
Financial Assets - Trading securities held in deferred compensation plan	8,755	[2]
Financial Assets - Total	9,415
Financial Liabilities - Foreign currency forwards	238	[1]
Financial Liabilities - Interest rate swaps	728	[3]
Financial Liabilities - Phantom stock plan	4,569	[4]
Financial Liabilities - Deferred compensation plan	8,755	[5]
Financial Liabilities - Total	14,290
Fair Value, Inputs, Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Financial Assets - Trading securities held in deferred compensation plan	8,755	[2]
Financial Assets - Total	8,755
Financial Liabilities - Deferred compensation plan	8,755	[5]
Financial Liabilities - Total	8,755
Fair Value, Inputs, Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Financial Assets - Foreign currency forwards	660	[1]
Financial Assets - Total	660
Financial Liabilities - Foreign currency forwards	238	[1]
Financial Liabilities - Interest rate swaps	728	[3]
Financial Liabilities - Phantom stock plan	4,569	[4]
Financial Liabilities - Total	$ 5,535

[1] Based on internally-developed models that use as their basis readily observable market parameters such as current spot and forward rates, and the LIBOR index.

[2] Based on the observable price of publicly traded mutual funds which are classified as trading securities and accounted for using the mark-to-market method.

[3] Measured as the present value of all expected future cash flows based on the LIBOR-based swap yield curve as of September 30, 2012. The present value calculation uses discount rates that have been adjusted to reflect the credit quality of the Company and its counterparties.

[4] Based on the price of the Company's common stock.

[5] Based on the fair value of the investments in the deferred compensation plan.

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Segment Results (Tables)

9 Months Ended

Sep. 30, 2012

Summary Of Financial Information By Reportable Segment

The following table provides financial information by reportable segment for the three and nine-month periods ended September 30, 2012 and 2011:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
Industrial Products Group
Revenues	$	311,767		$	320,171		$	967,316		$	934,227
Operating income (1)		39,402			38,607			95,765			103,734
Operating income as a percentage of revenues		12.6	%		12.1	%		9.9	%		11.1	%
Engineered Products Group
Revenues	$	236,717		$	294,511		$	798,538		$	823,001
Operating income (1)		49,650			67,973			181,114			188,841
Operating income as a percentage of revenues		21.0	%		23.1	%		22.7	%		22.9	%
Reconciliation of Segment Results to Consolidated Results
Total segment operating income	$	89,052		$	106,580		$	276,879		$	292,575
Interest expense		3,739			2,898			11,540			12,179
Other expense (income), net		(1,252	)		(138	)		(2,832	)		(821	)
Consolidated income before income taxes	$	86,565		$	103,820		$	268,171		$	281,217

(1) See Note 3 “Restructuring.”

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Summary of Stock Option Activity (Detail) (USD $) In Thousands, except Per Share data, unless otherwise specified	9 Months Ended
	Sep. 30, 2012
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Outstanding, Beginning Balance, Shares	746
Granted, Shares	217
Exercised, Shares	(195)
Forfeited, Shares	(95)
Expired or canceled, Shares	(4)
Outstanding, Ending Balance, Shares	669
Exercisable, Ending Balance, Shares	381
Outstanding, Beginning Balance, Outstanding Weighted-Average Exercise Price	$ 43.47
Granted, Outstanding Weighted-Average Exercise Price	$ 70.47
Exercised, Outstanding Weighted-Average Exercise Price	$ 30.85
Forfeited, Outstanding Weighted-Average Exercise Price	$ 66.44
Expired or canceled, Outstanding Weighted-Average Exercise Price	$ 71.85
Outstanding, Ending Balance, Outstanding Weighted-Average Exercise Price	$ 52.46
Exercisable, Ending Balance, Outstanding Weighted-Average Exercise Price	$ 40.94
Outstanding, Ending Balance, Aggregate Intrinsic Value	$ 9,215
Exercisable, Ending Balance, Aggregate Intrinsic Value	$ 8,465
Outstanding, Ending Balance, Weighted-Average Remaining Contractual Life	4 years 2 months 12 days
Exercisable, Ending Balance, Weighted-Average Remaining Contractual Life	3 years

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Segment Results

9 Months Ended

Sep. 30, 2012

Segment Results

Note 15. Segment Results

The Company evaluates the performance of its reportable segments based on, among other measures, operating income, which is defined as income before interest expense, other income, net, and income taxes. Reportable segment operating income and segment operating margin (defined as segment operating income divided by segment revenues) are indicative of short-term operating performance and ongoing profitability. Management closely monitors the operating income and operating margin of each reportable segment to evaluate past performance and actions required to improve profitability.

In the Industrial Products Group, the Company designs, manufactures, markets and services the following products and related aftermarket parts for industrial and commercial applications: rotary screw, reciprocating, and sliding vane air and gas compressors; positive displacement, centrifugal and side channel blowers; and vacuum pumps primarily serving manufacturing, transportation and general industry and selected OEM and engineered system applications. The Company also markets and services complementary ancillary products. Stationary air compressors are used in manufacturing, process applications and materials handling, and to power air tools and equipment. Blowers are used primarily in pneumatic conveying, wastewater aeration, numerous applications in industrial manufacturing and engineered vacuum systems. The markets served by the Industrial Products Group are primarily located in Europe, the U.S. and Asia.

In the Engineered Products Group, the Company designs, manufactures, markets and services a diverse group of pumps, compressors, liquid ring vacuum pumps, water jetting and loading arm systems and related aftermarket parts. These products are used in well drilling, well servicing and production of oil and natural gas; industrial, commercial and transportation applications; and in industrial cleaning and maintenance. Liquid ring pumps are used in many different applications such as water removal, distilling, reacting, flare gas recovery, efficiency improvement, lifting and handling, and filtering, principally in the pulp and paper, industrial manufacturing, petrochemical and power industries. This segment also designs, manufactures, markets and services other engineered products and components and equipment for the chemical, petroleum and food industries. The markets served by the Engineered Products Group are primarily located in the U.S., Europe, Canada and Asia.

The following table provides financial information by reportable segment for the three and nine-month periods ended September 30, 2012 and 2011:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
Industrial Products Group
Revenues	$	311,767		$	320,171		$	967,316		$	934,227
Operating income (1)		39,402			38,607			95,765			103,734
Operating income as a percentage of revenues		12.6	%		12.1	%		9.9	%		11.1	%
Engineered Products Group
Revenues	$	236,717		$	294,511		$	798,538		$	823,001
Operating income (1)		49,650			67,973			181,114			188,841
Operating income as a percentage of revenues		21.0	%		23.1	%		22.7	%		22.9	%
Reconciliation of Segment Results to Consolidated Results
Total segment operating income	$	89,052		$	106,580		$	276,879		$	292,575
Interest expense		3,739			2,898			11,540			12,179
Other expense (income), net		(1,252	)		(138	)		(2,832	)		(821	)
Consolidated income before income taxes	$	86,565		$	103,820		$	268,171		$	281,217

(1) See Note 3 “Restructuring.”

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Accrued Liabilities (Tables)

9 Months Ended

Sep. 30, 2012

Schedule Of Accrued Liabilities

Accrued liabilities as of September 30, 2012 and December 31, 2011 consisted of the following:

	September 30, 2012		December 31, 2011
Salaries, wages and related fringe benefits	$	59,316	$	59,080
Taxes		24,525		34,891
Advance payments on sales contracts		50,599		40,689
Product warranties		24,693		22,939
Other		51,768		55,949
Total accrued liabilities	$	210,901	$	213,548

Reconciliation of Changes in Accrued Product Warranty Liability

A reconciliation of the changes in the accrued product warranty liability for the three and nine-month periods ended September 30, 2012 and 2011 is as follows:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2012			2011			2012			2011
Balance at beginning of period	$	24,606		$	23,531		$	22,939		$	19,100
Product warranty accruals		4,416			6,487			16,999			21,453
Settlements		(4,595	)		(6,242	)		(15,307	)		(17,514	)
Effect of foreign currency translation		266			(770	)		62			(33	)
Balance at end of period	$	24,693		$	23,006		$	24,693		$	23,006

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Summary of Total Stock Based Compensation Expense Included in Condensed Consolidated Statements of Operations and Related Tax Benefits (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		9 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Total stock-based compensation expense	$ 33	$ 1,058	$ 4,164	$ 5,320
Income tax benefit	$ (103)	$ (279)	$ (1,435)	$ (1,511)

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Goodwill and Other Intangible Assets - Additional Information (Detail) (USD $)	3 Months Ended		9 Months Ended		12 Months Ended	3 Months Ended
	Sep. 30, 2012	Sep. 30, 2011	Sep. 30, 2012	Sep. 30, 2011	Dec. 31, 2011	Mar. 31, 2012 Robuschi S.P.A.
Goodwill and Intangible Assets Disclosure [Line Items]
Increase in goodwill related to acquisitions associated with the valuation of Robuschi					$ 112,221,000
Amortization of intangible assets	4,119,000	3,869,000	15,933,000	12,720,000		3,400,000
Anticipated amortization of intangible assets, remainder of fiscal year	20,200,000		20,200,000
Anticipated amortization of intangible assets in 2013	16,700,000		16,700,000
Anticipated amortization of intangible assets in 2014	16,700,000		16,700,000
Anticipated amortization of intangible assets in 2015	16,700,000		16,700,000
Anticipated amortization of intangible assets in 2016	$ 16,700,000		$ 16,700,000

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CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) In Thousands, except Share data, unless otherwise specified	Sep. 30, 2012	Dec. 31, 2011
Allowance for accounts receivable	$ 11,318	$ 11,485
Accumulated depreciation on property, plant and equipment	$ 381,446	$ 354,178
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares outstanding	49,099,237	50,650,971
Treasury stock, shares	10,928,282	9,122,204

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Inventories

9 Months Ended

Sep. 30, 2012

Inventories

Note 4. Inventories

Inventories as of September 30, 2012 and December 31, 2011 consisted of the following:

	September 30, 2012			December 31, 2011
Raw materials, including parts and subassemblies	$	248,103		$	202,542
Work-in-process		57,591			57,264
Finished goods		67,410			67,748
		373,104			327,554
Excess of FIFO costs over LIFO costs		(19,733	)		(15,875	)
Inventories, net	$	353,371		$	311,679

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Hedging Activities and Fair Value Measurements - Additional Information (Detail) In Millions, unless otherwise specified	9 Months Ended		12 Months Ended	9 Months Ended
	Sep. 30, 2012 USD ($) Y	Sep. 30, 2012 EUR (€)	Dec. 31, 2011 EUR (€)	Sep. 30, 2012 Minimum	Sep. 30, 2012 Maximum
Derivatives, Fair Value [Line Items]
Borrowings resulting in interest rate risk	$ 440.0
Foreign currency contracts maturity period, years	1	1
Variable rate borrowings	200.0
Variable interest rate, lower range	0.30%	0.30%
Variable interest rate, higher range	2.20%	2.20%
Expiration dates				2013	2014
Expected reclassification of losses out of AOCI into earnings during the next 12 months	0.6
Variable rate borrowings outstanding	388.2	30.0
Number of foreign currency forward contracts outstanding	21	21
Notional amounts, lower range	0.1
Notional amounts, higher range	16.8
Portion of EURO Term Loan designated as net investment hedge		€ 30.0	€ 37.6

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Pension and Other Postretirement Benefits (Tables)

9 Months Ended

Sep. 30, 2012

Components of Net Periodic Benefit Cost

The following table summarizes the components of net periodic benefit cost for the Company’s defined benefit pension plans and other postretirement benefit plans recognized for the three and nine-month periods ended September 30, 2012 and 2011:

	Three Months Ended September 30,
	Pension Benefits												Other Postretirement Benefits
	U.S. Plans						Non-U.S. Plans
	2012			2011			2012			2011			2012			2011
Service cost	$	—		$	—		$	205		$	272		$	7		$	7
Interest cost		826			897			2,646			3,024			181			193
Expected return on plan assets		(1,074	)		(1,054	)		(2,569	)		(2,794	)		—			—
Recognition of:
Unrecognized prior service cost		—			—			9			10			(15	)		(15	)
Unrecognized net actuarial loss (gain)		475			308			309			221			(202	)		(318	)
Total net periodic benefit cost (income)	$	227		$	151		$	600		$	733		$	(29	)	$	(133	)

	Nine Months Ended September 30,
	Pension Benefits												Other Postretirement Benefits
	U.S. Plans						Non-U.S. Plans
	2012			2011			2012			2011			2012			2011
Service cost	$	—		$	—		$	777		$	810		$	21		$	22
Interest cost		2,478			2,691			7,994			9,060			544			579
Expected return on plan assets		(3,222	)		(3,162	)		(7,723	)		(8,380	)		—			—
Recognition of:
Unrecognized prior service cost		—			—			27			29			(45	)		(45	)
Unrecognized net actuarial loss (gain)		1,425			924			929			664			(606	)		(954	)
Total net periodic benefit cost (income)	$	681		$	453		$	2,004		$	2,183		$	(86	)	$	(398	)

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Summary of Activity in Restructuring Accrual Accounts (Detail) (USD $) In Thousands, unless otherwise specified	9 Months Ended
	Sep. 30, 2012
Restructuring Cost and Reserve [Line Items]
Balance as of December 31, 2011	$ 4,482
Charged to expense	15,805
Payments	(10,809)
Other, net	(297)
Balance as of September 30, 2012	9,181
Termination Benefits
Restructuring Cost and Reserve [Line Items]
Balance as of December 31, 2011	3,188
Charged to expense	13,814
Payments	(8,340)
Other, net	(459)
Balance as of September 30, 2012	8,203
Other
Restructuring Cost and Reserve [Line Items]
Balance as of December 31, 2011	1,294
Charged to expense	1,991
Payments	(2,469)
Other, net	162
Balance as of September 30, 2012	$ 978

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Contingencies

9 Months Ended

Sep. 30, 2012

Contingencies

Note 14. Contingencies

The Company is a party to various legal proceedings, lawsuits and administrative actions, which are of an ordinary or routine nature for a company of its size and sector. In addition, due to the bankruptcies of several asbestos manufacturers and other primary defendants, among other things, the Company has been named as a defendant in a number of asbestos-related personal injury lawsuits. The Company has also been named as a defendant in a number of silica-related personal injury lawsuits. The plaintiffs in these suits allege exposure to asbestos or silica from multiple sources and typically the Company is one of approximately 25 or more named defendants. In the Company’s experience to date, the substantial majority of the plaintiffs have not suffered an injury for which the Company bears responsibility.

Predecessors to the Company sometimes manufactured, distributed and/or sold products allegedly at issue in the pending asbestos and silica lawsuits (the “Products”). However, neither the Company nor its predecessors ever mined, manufactured, mixed, produced or distributed asbestos fiber or silica sand, the materials that allegedly caused the injury underlying the lawsuits. Moreover, the asbestos-containing components of the Products, if any, were enclosed within the subject Products.

The Company has entered into a series of agreements with certain of its or its predecessors’ legacy insurers and certain potential indemnitors to secure insurance coverage and/or reimbursement for the costs associated with the asbestos and silica lawsuits filed against the Company. The Company has also pursued litigation against certain insurers or indemnitors where necessary. The latest of these actions, Gardner Denver, Inc. v. Certain Underwriters at Lloyd’s, London, et al., was filed on July 9, 2010, in the Eighth Judicial District, Adams County, Illinois, as case number 10-L-48 (the “Adams County Case”). In the lawsuit, the Company seeks, among other things, to require certain excess insurer defendants to honor their insurance policy obligations to the Company, including payment in whole or in part of the costs associated with the asbestos lawsuits filed against the Company. In October 2011, the Company reached a settlement with one of the excess insurer defendants for approximately the amount of such defendant’s policies that were subject to the lawsuit.

The Company believes that the pending and future asbestos and silica lawsuits are not likely to, in the aggregate, have a material adverse effect on its consolidated financial position, results of operations or liquidity, based on: the Company’s anticipated insurance and indemnification rights to address the risks of such matters; the limited potential asbestos exposure from the Products described above; the Company’s experience that the vast majority of plaintiffs are not impaired with a disease attributable to alleged exposure to asbestos or silica from or relating to the Products or for which the Company otherwise bears responsibility; various potential defenses available to the Company with respect to such matters; and the Company’s prior disposition of comparable matters. However, due to inherent uncertainties of litigation and because future developments, including, without limitation, potential insolvencies of insurance companies or other defendants, an adverse determination in the Adams County Case, or other inability to collect from the Company’s historical insurers or indemnitors, could cause a different outcome. While the outcome of legal proceedings is inherently uncertain, based on presently known facts, experience, and circumstances, the Company believes that the amounts accrued on its consolidated balance sheet are adequate and that the liabilities arising from the asbestos and silica personal injury lawsuits will not have a material adverse effect on the Company’s consolidated financial position, results of operations or liquidity. However, in the event of unexpected future developments, it is possible that the ultimate resolution of these matters may be material to the Company’s consolidated financial position, results of operation or liquidity.

The Company has been identified as a potentially responsible party (“PRP”) with respect to several sites designated for cleanup under U.S. federal “Superfund” or similar state laws that impose liability for cleanup of certain waste sites and for related natural resource damages. Persons potentially liable for such costs and damages generally include the site owner or operator and persons that disposed or arranged for the disposal of hazardous substances found at those sites. Although these laws impose joint and several liability, in application, the PRPs typically allocate the investigation and cleanup costs based upon the volume of waste contributed by each PRP. Based on currently available information, the Company was only a small contributor to these waste sites, and the Company has, or is attempting to negotiate, de minimis settlements for their cleanup. The cleanup of the remaining sites is substantially complete and the Company’s future obligations entail a share of the sites’ ongoing operating and maintenance expense.

The Company is also addressing three on-site cleanups for which it is the primary responsible party. Two of these cleanup sites are in the operation and maintenance stage and the third is in the implementation stage. Based on currently available information, the Company does not anticipate that any of these sites will result in material additional costs beyond those already accrued on its balance sheet.

The Company has an accrued liability on its balance sheet to the extent costs are known or can be reasonably estimated for its remaining financial obligations for these matters. Based upon consideration of currently available information, the Company does not anticipate any material adverse effect on its results of operations, financial condition, liquidity or competitive position as a result of compliance with federal, state, local or foreign environmental laws or regulations, or cleanup costs relating to the sites discussed above. It is the Company’s policy to expense legal costs as incurred.